John Pennington

Partner at Freeman | Lovell, PLLC
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Contact Information
Location
Salt Lake City, Utah, United States, US
Languages
  • Mandarin Chinese Professional working proficiency
  • English Native or bilingual proficiency

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Credentials

  • Licensed Attorney - New York
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  • Licensed Attorney - Utah
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  • Real Estate Agent - Utah
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Experience

    • United States
    • Law Practice
    • 1 - 100 Employee
    • Partner
      • Oct 2018 - Present

      o Experienced in private equity fund formations (PPMs, LPAs, Subscription Docs, Operating Agreements, Management Agreements), structuring, incubator funds, syndications, Form D, Blue Sky laws, Reg D, 506(b), 506(c), 3(c)(1), 3(c)(7), international and domestic investors, securities compliance, reviewing facts sheets, pitch decks, etc.o Proficient in corporate and business law, real estate, and securities.o Lead attorney in corporate restructuring, limiting liability, and real estate transactions. o Provided effective, timely, and strategic legal advice related to business risks, strategies, legal work-arounds, contract review, and marketing. o Extensive experience in drafting and negotiating a wide array of contracts, agreements, licenses, and policies.o Collaborated with teams of attorneys to efficiently communicate with clients, draft appropriate documentation, and advise clients on legal matters.o Successfully represented large commercial businesses in federal and state securities filings and worked to ensure company was compliant with all laws.o Proficient in compliance, licensing, master agreements, and shareholder agreements.o Knowledgeable in entity formation and business organizational documentation.

    • United States
    • Real Estate
    • 1 - 100 Employee
    • Chief Compliance Officer
      • Jan 2020 - Jan 2021

      o Registered company as an SEC Registered Investment Adviser. o Drafted Form ADV (Parts 1 & 2), Policies and Procedures Manual, Code of Ethics, Business Continuity Plan, Privacy Policies, and Allocation Policies.o Revised and reviewed marketing materials, advertising materials, and DDQs.o Employe training, onboarding and implementation of policies, and streamlining compliance processes.

    • United States
    • Law Practice
    • 1 - 100 Employee
    • Associate Attorney
      • Feb 2016 - Jun 2018

      o Experienced in corporate and business law, tax, real estate, mergers and acquisitions, securities, debt financing, compliance, estate planning, bankruptcy, checklists and questionnaires, licensing, and other various transactional drafting. o Highly proficient in federal and state securities filings, Blue Sky Laws, EDGAR filing and search system, fund formation, Form ID, Form D, Form U-2, and Form 99, etc.o Helped non-profit organizations apply for exempt status under I.R.C. Section 501.o Advised clients with understanding individual and corporate taxes. o Proficient at legal research and writing. Ability to search efficiently on both Westlaw and Lexis.o Litigated in front of the Utah State Tax Commission and in several Utah District Courts.o Performed trial preparation, research, and questioning persons for potential depositions.

    • United States
    • Law Practice
    • 1 - 100 Employee
    • Legal Associate
      • Mar 2015 - Feb 2016

      o Knowledgeable in corporate and business law, real estate, securities, and entity formation.o Gained extensive knowledge in fund formation, organization, and compliance.o Drafted and revised fund documents, and securities and financial documents for submission to the Securities Exchange Commission (SEC) and to Over The Counter (OTC). o Foreclosed on real estate properties and worked with multiple bankruptcy and foreclosure attorneys, and foreclosure agencies in various states to help clients with these proceedings.

    • Legal Associate
      • Dec 2014 - Feb 2016

      (one of Utah’s largest private equity firms, $15+ billion AUM)o Knowledgeable in Registered Investment Advisor (RIA) rules and regulations, fund formation, complex business and fund structuring strategies, fund management, SEC regulations and licensing rules, investor regulations, and investor exemptions.o Experienced in real estate transactions, mergers and acquisitions, purchase and sale agreements, and property management agreements.o Drafted, edited, and reviewed fund organizational documents.o Solely tasked to design and manage all fund structure organizational charts, which included 500+ entities. Structured organizational charts in such an effective way and efficient manner, that all employees now understand the company’s organizational structure.o Gained experience in domestic and international tax law (U.S., Cayman Islands, Australia, and Canada) concerning fund structuring, fund formation, corporations, and limited liability companies.

Education

  • Sandra Day O'Connor College of Law at Arizona State University
    Doctor of Law (JD), Law
    2012 - 2014
  • Brigham Young University
    Bachelor of Arts (BA), Asian Studies- Emphasis on Mandarin Chinese
    2008 - 2011

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