Ledgewood Professionals: J. Baur Whittlesey

Jeffrey M. Lipschutz

Practice Areas

Corporate
Securities

Education

Temple University, Beasley School of Law, J.D., 2006   

The Pennsylvania State University, Smeal College of Business, B.S., 2002

Bar Admissions

Pennsylvania
New Jersey

Jeffrey M. Lipschutz

Special Counsel

JLipschutz@ledgewood.com
(215) 790-2344

 

Jeffrey M. Lipschutz focuses his practice on corporate governance, securities, and general corporate law.  He also has experience in the areas of commercial contracts, executive compensation, employment law, and real estate.

Prior to joining Ledgewood, Jeffrey served as Assistant General Counsel and Assistant Secretary at Integra LifeSciences Corporation, a medical device company listed on the Nasdaq.  In this role, he was the primary lawyer responsible for all corporate governance and securities matters.  In addition, he provided legal counsel and handled matters for the Finance Department, treasury and tax as well as corporate real estate.

Prior to joining Integra, Jeffrey was a Business and Finance Associate at Saul Ewing LLP.  In this position, his practice primarily consisted of securities regulation and securities transactions, and he also practiced in the areas of general corporate law, commercial contracts, and mergers and acquisitions.

Corporate Governance

As a corporate governance attorney, Jeffrey has experience in the following areas:

  • Counseling boards of directors with respect to fiduciary duties
  • Counseling committees including but not limited to compensation, audit, nominating and corporate governance, finance, risk management, disclosure, and employee benefit and retirement committees
  • Counseling clients on compliance with the Sarbanes-Oxley Act
  • Drafting  and amending corporate governance guidelines, committee charters, codes of conduct, insider trading policies, trading window policies, related person transaction policies, and conflict mineral policies
  • Preparation of board and committee meeting minutes
  • Drafting and amending articles of incorporation and bylaws

 

Securities

As a securities attorney, Jeffrey counsels clients regarding compliance with various aspects of the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, and related rules and regulations.  He also counsels public companies regarding compliance with Nasdaq, New York Stock Exchange and Over-The-Counter Bulletin Board (OTCBB) eligibility requirements and listing standards.  Specifically, Jeffrey works in the following securities areas:

  • SEC disclosure and periodic reporting on Forms 10-K, 10-Q, and 8-K
  • Proxy Statements for annual meetings and special meetings
  • Section 16 reporting
  • Registration and listing of securities
  • Executive Compensation SEC disclosure issues
  • Risk Factors disclosure
  • Confidential Treatment requests pertaining to SEC filings
  • Compliance with Rule 144
  • Compliance with Regulation FD
  • Director and Officer Questionnaires
  • Director independence and related party transactions issues

 

General Corporate Law

Jeffrey counsels clients in general corporate law in the following areas:

  • Business counseling
  • General contract review and negotiation
  • Non-Disclosure Agreements
  • Intercompany Agreements
  • Promissory Notes
  • Press Releases
  • Issues surrounding directors and officers
  • Questions pertaining to bylaws and articles of incorporation
  • Employment Agreements
  • Equity Award Agreements
  • Leases

 

Jeffrey earned his J.D. from Temple University, Beasley School of Law in 2006, where he served as the Executive Editor of Publications of the Temple Journal of Science, Technology and Environmental Law.  He earned his B.S. in Finance with Highest Distinction from the Pennsylvania State University, Smeal College of Business in 2002.  Jeffrey is admitted to practice in both the Commonwealth of Pennsylvania and the State of New Jersey.

 

 

 

 

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