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JoAnn M.Strasser

PartnerChair, Investment ManagementJoAnn.Strasser@ThompsonHine.com
Columbus

O 614.469.3265

JoAnn M.Strasser

Partner
Chair, Investment ManagementJoAnn.Strasser@ThompsonHine.com
Columbus

O 614.469.3265

Focus Areas

Fund Formation

  • Routinely counseling clients on all aspects of fund formation, working closely with the portfolio management and distribution teams
  • Significant experience in the highly complex investment, regulatory and tax issues that are unique to alternative mutual funds
  • Structuring and developing offering documents for alternative mutual funds and closed-end interval funds, including passive and active “managed futures” strategies, funds using derivatives, and funds investing exclusively in illiquid and unique asset classes
  • Advising clients in converting hedge funds to mutual funds and the requirements to preserve the funds’ performance track record
  • Obtaining exemptive relief necessary to launch active and passive ETFs, self-indexing ETFs, funds-of-funds, as well as relief for manager-of-managers structures and variable insurance products
  • Particular experience in representing series trusts

Adviser Counsel

  • Representing registered investment advisers in connection with preparation of Form ADV, handling federal and state registrations and other regulatory matters
  • Assisting advisers in their preparation of 15(c) materials for mutual fund clients
  • Negotiating advisory agreements, joint venture agreements, and distribution related service agreements, as well as lines of credit, fund borrowing arrangements, and ISDA agreements

 Mergers and Acquisitions

  • Representing boards and advisers in reorganizations, mergers, acquisitions and other business combinations of investment companies and other pooled investment funds
  • Negotiating and preparing plans of reorganization; preparing proxy statements, tax opinions and related closing documents; and completing all due diligence items

Governance

  • Representing independent directors and trustees with respect to contract approvals, valuation procedures, conflicts of interest issues, and general fiduciary matters
  • Assisting boards with succession planning, self-assessments, and board composition, including negotiations related to changes in board composition
  • Counseling boards on the issues particular to engaging sub-advisers, the use of fulcrum fees, and other areas requiring scrutiny

 Regulatory Compliance

  • Counseling management with respect to novel disclosure issues, including use of derivatives
  • Counseling clients throughout regulatory examinations, and assisting in developing action plans and responses to concerns raised
  • Working collaboratively with compliance personnel and CCOs to identify risk areas and develop compliance policies that satisfy both the regulatory requirements, the clients interest in a robust compliance environment, and the business issues that impact the solution
  • Negotiating swaps and structured notes on behalf of registered funds to ensure compliance with the Investment Company Act

Securities Litigation

  • Supporting litigation attorneys in securities enforcement actions by providing regulatory analysis and defense strategies
  • Assisting in various aspects of shareholder initiated proxy contests and related litigation

Select presentations:

  • Co-presenter, “Raising the Ante – The Impact of Valuation Rule 2a-5 on Fund Advisers,” Thompson Hine Investment Management Coffee Chat Webinar Series, March 16, 2022
  • Presenter, “Cryptocurrency Products: State of Play,” Thompson Hine’s Investment Management Coffee Chat Webinar Series, February 3, 2021
  • “Developments and Trends in Professional Liability Insurance,” Central Ohio Compliance Association, Columbus, Ohio, November 7, 2018
  • “Understanding Interval Funds,” ALPS Client Summit, Copper Mountain, Colorado, March 8, 2018
  • Panel Moderator, “Women in Hedge Funds,” Thompson Hine 10th Annual Hedge Fund Seminar, New York; October 15, 2014
  • “Small Fund Issues,” Independent Directors Counsel Conference, San Francisco and Washington, DC, November 2006
  • “Fiduciary Landmines in Organizing and Operating Hedge Funds,” Thompson Hine sponsored workshop, New York, September 2006
  • “Disclosure Issues,” Investment Company Institute Mutual Fund Compliance Programs Conference, Washington, DC, April 2006
  • “Understanding Mutual Funds as an Investment Option,” Thompson Hine’s Spotlight on Women seminar series, Cincinnati, March 2006
  • Selected for inclusion in The Best Lawyers in America© 2022 and 2023 for Mutual Funds Law
  • Selected for inclusion in Chambers USA: America’s Leading Lawyers for Business, Investment Funds: Registered Funds, 2020-2022
  • Listed in The Legal 500, 2017-2022
  • Selected for inclusion in Chambers Global, Investment Funds: Registered Funds – USA, 2021
  • Included in Women in Business Law as one of the leading Corporate/M&A practitioners in the world, 2017

Professional Activities

  • Cincinnati Bar Association
  • Greater Cincinnati Mutual Funds Association, board member, 2003-2014. As the attorney on the board, conducted an annual regulatory/compliance workshop and, in 2005, organized and moderated a regional directors workshop with the participation of the Independent Directors Counsel and Investment Company Institute.
  • ICI Independent Counsel Roundtable, Annual Participant (invitation only)

Community Activities

  • Amethyst, an Alvis Recovery Program, Advisory Counsel Member, 2018 to present
  • Bexley, Ohio Architectural Review Board Member, 2018 to present
  • Women for Economic and Leadership Development (WELD), Board Member and Secretary, 2014 to 2020
  • United Way of Central Ohio, Women’s Leadership Council Member, 2012 to 2020
  • YWCA Greater Cincinnati, Financial Committee Member, 2009-2011

Education

  • University of Cincinnati College of Law, J.D., 1994
  • University of Cincinnati, B.U.P., 1982,
    magna cum laude

Bar Admissions

  • Ohio
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