The EB-5 SEC & FINRA COMPLIANCE SEMINAR
Thursday, August 28, 2014 from 8:30 AM to 4:30 PM (EDT)
West Palm Beach, FL
San Francisco, California
London, United Kingdom
FLORIDA EB5 SEC & FINRA COMPLIANCE SEMINAR
Thursday, August 28th, 2014
Hyatt Place Hotel, West Palm Beach, FL
8 AM to 5 PM EST.
It is the goal of this seminar committee to attempt to give all of our participants the most solid, direct, and complete understanding of EB-5 today as it exists today. And also to explore and explain the risks and issues regarding EB--5 & SEC/FINRA. It is also the goal to draw solid operational conclusions. At this event you will hear from some of the most knowledgeable attorneys in the field, EB-5 RC owners who understand the Broker Dealer arena, and also will meet Broker Dealers who have researched EB-5 and are currently involved with projects. Please be sure to scroll down to the agenda and the speaker & Sponsor list.
As all experienced stakeholders know, EB-5 is an ever changing environment. And today it is changing in VERY dramatic fashion. It has grown immensely in a few short years. And of course, like every business, it has had some bad players, and that has impacted all in EB-5. And of course the SEC is now very involved.
It is the opinion of the Host's and a large number of EB-5 stakeholders, that there is general lack of understanding and consensus on EB-5 and SEC/FINRA Compliance. Many are not sure if EB-5 offerings are actually a security.
As should be expected and as many EB-5 stakeholders now know, the SEC is doing some thorough investigations. So far there have been two indictments and there have been rumors of several subpoenas having been issued. So a stakeholder can choose to either stick their head in the sand, and hope to plead "I didn't know" if a problem arises down the road, or choose to discover what is needed to comply.
Compliance is more than necessary and may be easier than you may think!
A Few of the topics:
• Is EB5 recognized as a security by FINRA & SEC
• Are the "exemptions"? (true exemptions)
• If you have an exemption do you still need a Broker Dealer?
• SEC vs FINRA ,What is the difference and what filings are needed with both
- FINRA CMA requests, what is it.
• Types of Broker Dealers, and what type of BD that EB-5 participants need
• How to get a BD to work with you
• What/who qualifies as a Finder
• When a Finder becomes a Broker
• Legal Consequences
• Why have several of the largest E-B5 purveyors engaged Broker Dealers
• BD licensing needed
• Legally compensating foreign agents and finder
- Understand the RISKS of EB-5 without Correct Compliance
9:30AM – 10:15 AM:
EB5 101 TODAY
MODERATOR: Jodi Chu
PANELISTS: Michael Harris, Lauren Cohen, & Luciana Fischer
10:15 – 10:30
10:30 - 11:15
ECONOMETRICS, & ESCROW
MODERATOR: Thom Casebolt
PANELISTS: Scott Barnhart, Luciana Fischer, Bonnie Novella
11:15 – 12:00
MODERATOR: Lauren Cohen
PANELISTS: Luciana Fischer, Fred Burgess, Thom Casebolt
12:00 – 1:00
1:00 – 1:45
RC OWNERS SEC/EB5 CONCERNS
MODERATOR: Thom Casebolt
PANELISTS: Luciana Fischer, Fred Burgess
1:45 – 2:30
EB-5: IF & WHEN YOU NEED A BROKER DEALER.
MODERATOR: Thom Casebolt
PANELISTS: Mark Hunter, Cheryl Lane, Ronnie Fieldstone, (viaTC), Catherine DeBono Holmes (via TC)
2:30 – 2:45
2:45 – 3:30
CHOOSING THE RIGHT BROKER DEALER AND FINRA EB5 CMA
MODERATOR: Thom Casebolt
SPEAKERS: Cheryl Lane, Mark Hunter
3:30 – 4:30
QUESTIONS & ROUND TABLE DISCUSSIONS
DR. SCOTT BARNHART, ECONOMIST
MARK DAVID HUNTER, ESQ.
LUCIANA FISCHER, ESQ.
RONNIE FIELDSTONE, ESQ.
MICHAEL HARRIS, ESQ.
CHERYL LANE, CRYSALIS CAPITAL, BROKER DEALER
BONNIE NOVELLA, NES
LAUREN COHEN, ESQ.
FRED BURGESS, ESQ.
THOM CASEBOLT, THE EB5 RESOURCE CENTER
RENATA CASTRO, EB5 MATCH.COM
THE EB-5 SEC/FINRA COMPLIANCE SEMINAR
Scott W. Barnhart, Ph.D.is President of Barnhart Economic Services, LLC, a consulting firm specializing in EB-5 economic job creation studies, TEA (Targeted Employment Area) designations, and EB-5 business plan writing as well as litigation support services. Dr. Barnhart received his Ph.D. in economics/econometrics from Texas A&M University and is an Associate Professor of Finance and the Program Director of the Certified Financial Planner™ Program at Florida Atlantic University in Boca Raton, FL.
Dr. Barnhart has used RIMS II and IMPLAN Pro Input-Output models to estimate the economic job creation impacts in support of I-924 regional center applications and RFE (Request for Further Evidence) responses for over two dozen regional centers resulting in over 150 job creation and TEA reports submitted to USCIS in the EB-5 program. Projects include $10-$15 million hotels and assisted living facilities, $200-$500 million destination hotels and office buildings, and a $1.3 billion deep water cargo port off the coast of Louisiana. Professor Barnhart is also an active speaker in the national EB-5 circuit, having discussed EB-5 job creation and RFE issues in seminars across the US. In addition, Dr. Barnhart has consulted on legal cases ranging from stock valuation and ownership disputes to violations of the Fair Labor Standards Act, to personal injury and wrongful birth and death.
Dr. Barnhart teaches Corporate Finance, Financial Institutions and Investments. His research interests are in the areas of mutual funds, futures markets, corporate governance, exchange rates and the application of econometrics in testing financial theories. His research has been published in the Journal of Financial and Quantitative Analysis, Harvard University’s Review of Economics and Statistics, the Journal of Empirical Finance, the Journal of Banking and Finance, Financial Review, the Journal of International Money and Finance, the Journal of Futures Markets, and other finance and economics journa
Mark David Hunter
Mark David Hunter manages HTW’s Coral Gables, Florida office. He oversees the firm’s Securities/Regulatory Enforcement and Investigations, Securities Litigation/Arbitration, Broker-Dealer and Investment Adviser Compliance, White Collar Criminal Defense, Governmental Investigations, and Commercial Litigation/Arbitration practice groups. Mr. Hunter is licensed in New York, Washington D.C., and Florida, and possesses a Top Secret security clearance.
Mr. Hunter has successfully represented numerous individual and institutional clients in various stages of investigations and proceedings brought by various offices and divisions of the U.S. Securities and Exchange Commission, the Financial Industry Regulatory Authority (FINRA) (formerly the National Association of Securities Dealers), and state securities regulators. Mr. Hunter has also successfully represented numerous clients in arbitration and mediation proceedings regarding both securities industry disputes and alleged sales practice violations. Mr. Hunterís representation of clients involved in securities arbitrations is further enhanced by his experience as an arbitrator for FINRA and the National Futures Association (NFA). Mr. Hunter has previously served as Acting General Counsel for a FINRA-licensed broker-dealer/market maker firm, as well as serving on the firmís Board of Directors.
Prior to forming HTW, Mr. Hunter was an Enforcement Attorney for the U.S. Securities and Exchange Commission where he investigated and prosecuted violations of the federal securities laws, rules, and regulations. While serving at the Commission, Mr. Hunter also provided securities expertise and coordinated matters with federal and state criminal prosecutors, as well as state securities regulators and self-regulatory organizations.
Mr. Hunter has also served as a criminal prosecutor in New York City, where he was assigned to the specialized bureau responsible for the investigation and prosecution of white-collar crimes. Mr. Hunterís activities comprised all aspects of investigation and prosecution, including drafting accusatory instruments, organizing cooperation agreements and/or plea offers for defendants, conducting grand jury proceedings, jury selection, hearings and trials.
Mr. Hunterís professional experience also includes as an appointment as a Judge Advocate General Officer in the U.S. Army Reserves, where he served as an Administrative/Contact Law Attorney. Prior to attending college and law school, Mr. Hunter also served in the U.S. Army on Active Duty as a Medical Specialist/Combat Medic. He was assigned to the 10th Mountain Division, and his tours of duty included Operation Restore/Continue Hope in Mogadishu, Somalia, and Operation Hurricane Relief in Homestead, Florida. For his service, Mr. Hunter was awarded the National Defense Service Medal, Humanitarian Service Medal, Armed Forces Expeditionary Medal, and Army Achievement Medal.
Luciana Zamith Fischer
Luciana Zamith Fischer has joined Hunter Taubman Weiss to serve as the Head of our Business Immigration Practice. She brings to our firm extensive experience with immigration law, which enables her to create unique and innovative strategies to accomplish the goals of our clients.
Ms. Fischer’s unique expertise with EB-5 Investments includes the creation and management of Regional Centers centered on specific job-creating projects. Among her achievements is the successful approval of BirchLEAF Miami 31, LLC, one of the first truly successful regional centers in South Florida, which financed $20 Million in the construction of the University of Miami Life Science and Technology Park through the EB-5 Program. Her complex expertise with EB-5 Investments also informs her successful representation of international investors seeking lawful permanent residence in the United States through the EB-5 Program.
In addition to her EB-5 practice, Ms. Fischer represents internationally recognized individuals pursuing lawful permanent residence in the United States as Individuals of Extraordinary Ability (EB-1) in business, science, arts, education or athletics; as well as exceptionally talented individuals who will serve the National Interest of the United States (NIW EB-2s). Her experience includes representing leading experts in their respective fields, as self-petitioners for lawful permanent residence in the United States. This expertise was particularly innovative during the period when financial institutions were restricted from filing employment-based petitions due to acceptance of TARP funds.
Ms. Fischer’s clients include global companies, small and large, and Fortune 100 companies. She is responsible for advising clients in all aspects of employment-based immigrant and nonimmigrant visas. Representation includes ascertaining the employment eligibility of foreign nationals, working with corporate clients on all aspects of employment-based immigrant and nonimmigrant visas, and advising clients on I-9 compliance (assisting clients to document I-9 files, and advising clients when employees must be taken off payroll).
Ms. Fischer has extensive experience with PERM (Labor Certification) applications and a wide variety of nonimmigrant petitions, including petitions for H-1B Professionals, E-2 Treaty Investors, L-1A Executives and Managers, Canadians and Mexicans entering under the North American Free Trade Agreement (TN visas), and Individuals with extraordinary ability in the arts, sciences, business, athletics, movies, or television (O).
She is a United States citizen, born and raised in Brazil. This background affords her practice the great benefit of her Latin culture and language skills. Ms. Fischer is fluent in Portuguese and Spanish. Her singular ability to relate to clients’ concerns and expectations has made her exceptionally successful in her practice of immigration law.
Ms. Fischer is a member of the Florida Bar and the American Immigration Lawyers Association. She graduated with honors from the University of Florida, where she received her Bachelor’s Degree in Political Science and Economics. She is also a graduate of the University of Minnesota Law School, where she was an editor for the Minnesota Journal of International Law
Ronald R. Fieldstone
Corporate SEC Counsel: Arnstein & Lehr LLP Ronald R. Fieldstone is a partner in the Miami office of Arnstein & Lehr LLP, specializing in corporate/securities and taxation law. Mr. Fieldstone has published numerous articles and has been a lecturer in the fields of real estate, corporate/securities, tax law, and franchise law for the past 40 years. He currently practices primarily in the areas of corporate/securities and taxation law. He graduated from the Wharton School, University of Pennsylvania in 1971 (magna cum laude) and received joint MBA/JD degrees from Wharton School and University of Pennsylvania Law School in 1974. Since 2009 Mr. Fieldstone has actively been involved in serving as corporate/securities counsel for multifaceted industries involving EB-5 immigrant visa investor offerings representing both developers and regional centers involving in excess of 100 projects and a combined capital raise of in excess of $2 billion. Mr. Fieldstone’s corporate/securities work includes the preparation of private placement memoranda and related documents. Mr. Fieldstone actively lectures and publishes in the EB-5 corporate/securities fields for numerous government sponsored and industry trade organizations and professional; Mr. Fieldstone recently served as a committee member of the IIUSA’s Best Practices Committee. Mr. Fieldstone was a principal in a Blockbuster Video franchise that operated 25 stores in eight states from 1987 until October, 1995. He is a principal of a multi-state lithotripsy company and was also a principal of Barnie’s Coffee and Tea, Inc., the owner of the Barnie’s operating system with approximately 80 corporate units and 20 franchised units from 2001 until 2004. Mr. Fieldstone has extensive real estate holdings in the State of Florida and served as a managing partner of Landmark Residential from 1999 until 2008, which has served as the sponsor and manager of approximately 20,000 multi-family units in the states of Florida, Alabama, Georgia, Texas, and North Carolina that were liquidated over a period of 12 years for in excess of $1 billion.
Exclusive Visas Founder & President
Fred Burgess, Esq. is the Co-Founder and President of Exclusive Visas LLC and has over 20 years handling complex legal transactions for his extensive network of domestic and international clientele. In 2006, Fred learned the intricacies of the EB-5 Regional Center Pilot Program when he structured the acquisition of one of the most successful EB-5 projects in the United States. In 2007, Mr. Burgess formed Exclusive Visas LLC as the nation’s premier boutique EB-5 consulting firm, along with a team of experienced Attorneys, Certified Public Accountants, Economists, Financial Planners, and Marketing Specialists. With a focus on the safest EB-5 projects, Exclusive Visas has consulted hundreds of investors from over 22 countries, as well as businesses throughout the United States who wish to offer a sound EB-5 opportunity to the global market.
Fred is a frequently quoted EB-5 expert, and has been featured speaker at EB-5 presentations around the world. Fred and the Exclusive Visas team have traveled extensively throughout, China, South Korea, Vietnam, India, Dubai, Russia, Great Britain, Ireland, Mexico, Venezuela, and Canada addressing the incredible opportunities that exist through EB-5 Regional Center Program. Fred has been invited by United States Senators, Congressmen and Governors to EB-5 trade missions around the world promoting EB-5 opportunities to foreign investors.
Fred earned his Bachelor of Science degree from the University of Florida where he studied Advertising and Marketing. In 1989, he was awarded a Juris Doctor degree from Widener University School of Law, Wilmington, Delaware. Mr. Burgess has been a practicing attorney since 1989 and has been an active member of the Florida Bar since 2002. He is the principal shareholder of The Burgess Law Firm, P.A
Renata Castro, Project Manager
Renata Castro holds an MBA in Project Management from Aspen University, and is currently pursuing a Juris Doctor degree from Shepard Broad School of Law at Nova Southeastern University.
Renata graduated Cum Laude from Sistema Universitário Ana G. Méndez in Miramar, FL where she earned a Dual Language (Spanish and English) Bachelor’s Degree in Business Administration with a concentration in Marketing. Originally from Brazil, she speaks fluent English, Spanish and Portuguese.
Prior to joining Exclusive Visas, Renata worked as a paralegal at a large immigration practice in Miami, FL. Her caseload included diverse cases such as removals, adjustments of status, fiancé visas, to name a few. Renata has also taught Principles of Marketing and Sales Distribution Channels at Unilatina College in Miramar, FL. Aside from her experience in Immigration and Sales, she has written articles for Gazeta News in partnership with the Brazilian Business Group, and was chosen “Woman of the year” by Sistema Universitário Ana G. Méndez in 2011.
Cheryl A. Lane, CPA, MBA, President, Founder, Registered Investment Banker & Principal
Cheryl A. Lane, founder and president of the Lane Group of Companies, has 30 years experience as a private investment banker, financial advisor and professional trustee serving business owners, property owners and family estates. Collectively, the companies are positioned to consult on, plan for and execute all types of transactions that a business or estate may require as it navigates the many transitions of a long and successful life cycle. Cheryl and her team are experts in developing complete and effective financial strategic plans. Chrysalis Capital Group, LLC, is one of the five companies Cheryl guides under the Lane Group of Companies banner.
Before founding the Lane Group of Companies, Cheryl was a principal and national real estate expert for Arthur Young & Co. in San Francisco, where she was responsible for developing tax strategies for domestic and international investors. She also performed numerous feasibility studies and due diligence studies for prospective investors in US real estate projects. Cheryl has provided consulting services to Fortune 500 companies as well as to closely-held companies and wealthy estates.
Prior to her role at Arthur Young, she was a Senior Tax Manager for Touche Ross and Co. in Los Angeles. She was nationally recognized throughout her firm for her financial analysis and creative tax planning solutions, serving as their National Real Estate Investment Trust expert. Cheryl also held positions as Tax Manager for Laventhol & Horwath in San Francisco and Tax Consultant for Price Waterhouse & Co. in their San Francisco and Paris offices.
Cheryl is a FINRA Registered Investment Banker, Securities and Municipal Bond Principal, a Commodities Trading Advisor and a CPA, as well as a licensed Real Estate Broker, a Certified Business Intermediary and Life, Disability and Long-term Care Insurance Agent. She received her Masters Degree from Golden Gate University’s School of Taxation and spent several years as president of their Alumni Association. She graduated with distinction from Sonoma State University, where she earned her Bachelor of Arts Degree in Management with a concentration in Finance and Economics.
Cheryl edited the Tax Tips column of the San Francisco Examiner. She was the first woman governor to sit on the board of the National Association of Real Estate Investment Trusts (NAREIT). She is a member of the Marin County and San Francisco Estate Planning Councils, the San Francisco Association of Realtors, the Northern California Planned Giving Council, the California Association of Business Brokers, the International Business Brokers Association, the National Futures Association, the Association of Merger and Acquisition Advisors, M&A Source, the Real Estate Investment Securities Association (REISA) and the International Who’s Who of Entrepreneurs.
The Lane Group of Companies include: World Wide Wealth LLC, a Registered Investment Advisor and a Commodities Trading Advisor; Lane Insurance Services LLC, providing Risk Management and Insurance; Porte d'Or Financial Ltd., Realtors and Business Brokers, Cheryl A. Lane, CPA, Tax Advisors and Business Consultants; and Le Groupe Lane Internationale Ltd., International Planners. Ms. Lane owns and operates San Francisco (2) office for Sunbelt Business Brokers.
Catherine D. Holmes
Catherine D. Holmes is Chair of JMBM's Investment Capital Law Group, and the author of the Investment Law Blog. She has practiced law at JMBM for over 30 years, focusing on investment capital and business transactions.
Cathy helps clients worldwide to raise, invest and manage capital from U.S. and non-U.S. investors. She has represented more than 50 real estate developers in obtaining financing through the EB-5 immigrant investor visa program for the development of hotels, multi-family and mixed-use developments through the U.S., and has represented numerous Chinese investors in the purchase of hotels and businesses in the U.S.
With extensive experience in the hospitality industry, Cathy specializes in resort and urban mixed-use financing and development, hotel management and franchise agreements, resort and hotel purchase and sale transactions, and public-private hotel development.
Her finance and investment experience includes handling business formations for entrepreneurs, private securities offerings, structuring and offering of private investment funds, and business and regulatory matters for investment bankers, investment advisers, securities broker-dealers and real estate/mortgage brokers.
- • Assisting over 40 new hotel construction projects to obtain financing through the EB-5 immigration investor visa program.
- • Assisted U.S. City with RFP and negotiation of qualified management contract for city-owned, 1000-room convention center hotel.
- • Assisted the largest publicly owned Taiwanese hotel company to purchase all of the assets of the Regent Hotels brand, including all intellectual property and all hotel management and related agreements for hotels located in Asia, Europe and the Caribbean.