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Real Estate Opinion Letter Fundamentals

Stay current in your understanding of the standards and expectations of real estate opinion letters.

This topic will provide an overview of the key issues encountered by counsel in issuing third-party closing opinion letters. The presentation will identify available opinion resources and provide guidance on both substantive and process issues. The approach will be pragmatic and designed to provide opinion issuers with practical, useable advice on dealing with what is an often a difficult and stressful task for counsel not conversant in opinion practice.

Runtime: 93 minutes
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Why Lorman?

Over 33 years and 1.4 million customers worth of experience providing continuing education. Our passion is providing you world-class training to help you succeed in business and as a professional.

Agenda

Overview

Ethical Considerations in Issuing Third-Party Legal Opinions

Firm Opinion Letter Policies and Procedures

What Opinions Should You Give?

Opinion Resources; Forms

Opinion Due Diligence

Substantive Opinions

  • Core Opinions
    • Entity Opinions (Entity Status, Power, Authorization, Execution and Delivery)
    • Enforceability Opinion
  • Other Opinions
    • Form of Security Documents
    • No Breach or Violation
    • No Violation of Law
    • Choice of Law
    • Usury

Inappropriate Opinion Requests

Limitations-Assumptions, Exclusions and Qualifications

Local Counsel Issues

Governing Law Issues

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Why Lorman?

Over 33 years and 1.4 million customers worth of experience providing continuing education. Our passion is providing you world-class training to help you succeed in business and as a professional.

Credits

OnDemand Course

This course was last revised on July 12, 2018.

Call 1-866-352-9540 for further credit information.

This program does NOT qualify, nor meet the National Standard for NASBA accreditation.

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Why Lorman?

Over 33 years and 1.4 million customers worth of experience providing continuing education. Our passion is providing you world-class training to help you succeed in business and as a professional.

Faculty

Charles L. Menges

Charles L. Menges

McGuireWoods LLP

  • Partner in the Richmond, Virginia office of McGuireWoods LLP
  • Counsels clients on business transactions, primarily in the real estate industry and in the banking and finance sector
  • Co-chairs the Opinion Committee of McGuireWoods
  • Vice-chair and member of the Attorneys’ Opinions Committee of the American College of Real Estate Lawyers (ACREL)
  • Representative of the Business Law Section of the Virginia Bar Association
  • Member of the Board of Directors of the Working Group on Legal Opinions Foundation (WGLO)
  • Immediate past chair and current member of the Committee on Legal Opinions in Real Estate Transactions of the Section of Real Property, Probate, Trust and Estate Law of the American Bar Association (RPTE)
  • Member of the Legal Opinions Committee of the ABA’s Business Law Section (BLS)
  • Served on working groups that have prepared or are preparing various reports on opinion practice
  • Received his undergraduate degree from the College of William and Mary and his law degree from the University of Virginia School of Law
  • Frequent lecturer on opinion practice
David L. Miller

David L. Miller

Pillsbury Winthrop Shaw Pittman LLP

  • Pillsbury Winthrop Shaw Pittman LLP
  • Partner in Northern Virginia with the international law firm Pillsbury Winthrop Shaw Pittman LLP
  • Frequent author, editor, and speaker on legal opinion letters in real estate transactions
  • Reporter for the Real Estate Finance Opinion Report of 2012 by a joint committee of members of the American Bar Association, American College of Real Estate Lawyers, and American College of Mortgage Attorneys
  • Extensive experience in public-private partnerships, and in financings, debt offerings, private equity, development, joint ventures, and purchase, sale, and leasing
  • Several transactions have received “Deal of the Year” awards from industry publications and organizations
  • Recognized by Chambers USA, Real Estate – Northern Virginia (2007 – 2017), Best Lawyers, Real Estate Law (2006 – 2018) and The Legal 500 U.S., Real Estate Transactions & Finance (2007, 2015, 2017)
  • Fellow, American College of Real Estate Lawyers, former chair of ACREL Attorneys Opinions Committee, former chair of the American Bar Association Committee on Legal Opinions in Real Estate Transactions, and former Vice Chair of the Steering Committee of the District of Columbia Bar Real Estate, Housing and Land Use Section
  • Former member of the board of directors of the Appleseed Foundation, a nonprofit network of public interest justice centers, and of The Langley School in McLean, Virginia
  • Can be contacted at 703-770-7925 or [email protected]
Lydia C. Stefanowicz

Lydia C. Stefanowicz

Greenbaum, Rowe, Smith & Davis LLP

  • Partner with the law firm of Greenbaum, Rowe, Smith & Davis LLP in New Jersey
  • Concentrates her legal practice in the areas of commercial lending and real estate finance provides counsel to both lenders and borrowers in real estate acquisition, construction, permanent mortgage (including CMBS) and mezzanine financings.
  • Listed in (1) The Best Lawyers in America© (a trademark of Woodward/White, Inc.) in the Real Estate Law and Public Finance Law practice areas; (2) New Jersey Super Lawyers (a Thompson Reuters business) in the Banking and Real Estate practice areas; and (3) Who’s Who Legal – Real Estate (a publication of Law Business Research Ltd.)
  • Fellow of the American College of Real Estate Lawyers (ACREL), as well as a Fellow of the American College of Mortgage Attorneys (ACMA)
  • Extensive experience in the context of her financing practice in drafting and negotiating and drafting third-party closing opinions, including as New Jersey or New York local counsel addition
  • Chair of ACREL’s Attorneys’ Opinions Committee, and former co-Chair (2010-2016) of ACMA’s Opinions Committee;
  • A member of the Joint Drafting Committee for each of the Real Estate Finance Opinion Report of 2012, the report on Local Counsel Opinion Letters in Real Estate Transactions (2016), and the currently pending report on Uniform Commercial Code Opinions in Real Estate Finance Transaction Opinion Letters
  • ACMA’s designated representative to the Working Group on Legal Opinions (WGLO)
  • Regularly speaks and writes on opinion practice topics, including as the author of an on-going column entitled “In My Opinion . . .” in the newsletter of the New Jersey State Bar Association Business Law Section
  • J.D. from the University of Virginia School of Law, and a B.A., summa cum laude, from New York University
  • Admitted to practice in the States of New York and New Jersey.
  • Can be contacted at [email protected] or (973) 535-1600
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Product ID: 401555
Published 2018
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