Michael S. Williams, Esq.

Professional Experience

Michael is Senior Counsel with FRB’s Corporate & Securities Practice Group, and with the Cannabis Practice Group. Michael has over 10 years of experience specializing as a corporate and securities lawyer and acting as outside counsel and a trusted adviser to public and private companies, individuals, and investment funds.

Michael regularly counsels private companies and individuals on a variety of legal issues. He also has extensive experience representing publicly-traded companies with respect to their ongoing disclosure requirements under the Securities and Exchange Act of 1934 and compliance with the Securities Act of 1933.

Michael’s broad-based transactional experience includes the following:

• Representing public and private companies with respect to the offering and sale of registered and unregistered securities. He represents issuers in their sale of common stock, preferred stock, debt (both with and without conversion features) and other types of securities, and also represents investors seeking to invest in such companies. He has experience representing issuers in Regulation D private placements, and PIPEs transactions, among others.
• Representing start-up companies in their initial formation and capitalization, and early stage, late stage and growth capital companies on a broad range of issues. He also represents angel and other investors with regard to various financing rounds in such companies.
• Advising buyers and sellers of businesses in connection with mergers & acquisitions and asset and stock purchases and sales, as well as “business divorces”. In addition, he has substantial experience representing investors, developers, and operators in the formation of real estate and other joint ventures and co-investment vehicles, both for single asset transactions and portfolio transactions. In these capacities, he is often involved in the preparation of limited liability company operating agreements, employment agreements, partnership agreements, and stockholders agreements, among other forms of commercial arrangements.
• Representing U.S. and non-U.S. registrants of all sizes with respect to their ongoing disclosure requirements under the Securities Exchange Act of 1934. He also counsels executives and boards of directors in connection with the design, implementation and administration of corporate governance and compliance programs.

Prior to joining FRB, Michael was an associate with an AMLaw 100 firm, and prior to that was an associate with a prominent Long Island based law firm.