REITS, How to Navigate the 2009 Credit Crunch, & Today's Economic Realities

Suzanne E. Rothwell
Counsel, Corporate Finance and Securities Regulation
Skadden, Arps, Slate, Meagher & Flom LLP

Suzanne E. Rothwell joined Skadden, Arps as counsel in the firm’s Corporate Finance Group in 2001, after serving for 20 years in increasingly responsible positions with the Financial Industry Regulatory Authority, Inc (FINRA). At FINRA, she held positions as associate director of the corporate financing department, associate general counsel for FINRA and chief counsel for corporate financing. At NASDAQ, she served as special counsel on the PORTAL Market and the development of trade reporting for debt securities.

Ms. Rothwell’s practice is concentrated in the areas of corporate financing, underwriting, market listing and corporate governance requirements, and broker/dealer compliance, and includes issues related to real estate investment trust and tenants-in-common interests. She provides advice to issuers of securities on issues related to public offerings and private placements and compliance with NYSE and NASDAQ listing requirements, including representation of NASDAQ issuers in delisting appeal proceedings. Ms. Rothwell also provides advice to broker/dealers on issues related to compliance with SEC Regulation M and other offering-related regulations and FINRA conduct rules, particularly the underwriting and research analyst regulations. Ms. Rothwell chairs the FINRA Corporate Financing Rules Subcommittee and serves on other subcommittees of the Federal Regulation of Securities Committee of the Business Law Section of the American Bar Association.

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Michael E Straneva
Partner and Co-leader Real Estate Advisory Services
Ernst & Young LLP

Profile
Mike is the Americas Director of Transaction Real Estate and is a Partner in the Phoenix office of Ernst & Young LLP. He focuses on real estate appraisal and valuation, transaction due diligence, portfolio analyses and structuring, project feasibility and market analyses, and litigation support services. Prior to specializing in real estate advisory services, Mike spent 12 years in the firm’s real estate audit practice.

Experience
- Performed acquisition due diligence on a number of lenders, which included re-underwriting over $10 billion
  of condo construction and land development loans
- Advisor to master-planned community developers and homebuilders on development of mixed use projects
- Advisor to creditors and debtors in judicial and non-judicial debt restructuring for real estate companies
  and assets ranging from $100 million to over $1 billion
- Performed due diligence for various financial institution restructures as well as billions of nonperforming
  and under performing real estate loans
- Provided financial restructuring services to a wide variety of clients
- Served as the accountant-in-charge for the investigation of the Baptist Foundation of Arizona, one of the
  largest not-for-profit bankruptcy cases, and for the investigation of Lincoln Savings and Loan for the Office
  of Thrift Supervision and Resolution Trust Company (RTC)
- Provided trial testimony in a variety of cases involving financial institutions E-mail: michael.straneva@ey.com

Education and Memberships
- Bachelors Degree in Accounting at Pennsylvania State University
- State certified general real estate appraiser
- Certified Insolvency and Reorganization Advisor (CIRA)
- Serves on the EY Task force for the Homebuilder Sector
- Serves, or has served, on the boards of the Association of Insolvency Advisors (AIA), National Association
  of Real Estate Companies, the Phoenix Chapter of the National Association of Office Parks and Industrial
  Parks, and the Downtown Phoenix Partnership Development Corporation.

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Charles Temkin
Director
Deloitte Tax, LLP

Since February 2006, Charles B. Temkin has been a director in the National Tax Office of Deloitte Tax LLP, where he is a member of the Passthroughs group. He specializes in federal tax issues relating to real estate investment trusts, partnerships, and other real-estate matters.

Prior to joining Deloitte, Charlie worked at Shaw Pittman LLP (now Pillsbury Winthrop Shaw Pittman LLP) in Washington, DC, where he was head of the Tax Group for almost 20 years. He structured transactions and rendered REIT status and other opinions for a half-dozen publicly traded REITs as well as a number of private ones. He frequently played a lead role in representing clients in transactions and before the Internal Revenue Service. Before Shaw Pittman, Charlie was a partner in Patton Boggs LLP, with a varied transactional and legislative practice, and, before that, an attorney-advisor in the Treasury Department’s office of Tax Legislative Counsel.

Charlie received his undergraduate degree from Columbia College (summa cum laude) and his law degree from Harvard (magna cum laude). He was an Articles Editor on the Harvard Law Review.

For years Charlie has been active in NAREIT, both in its government relations committee and as a frequent speaker at Law & Accounting Conferences. He is a member of the Tax Section of the American Bar Association. From 1996-2001 he was Vice Chair, then Chair, of the Pass-Through Entities and Real Estate Committee of the DC Bar’s Taxation Section.

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Richard M.Lipton
Partner
Baker & McKenzie

Practice AreasTax

Practice Focus
Advising U.S. and multinational clients on federal tax issues.

Practice DescriptionMr. Lipton has handled numerous engagements for clients in structuring real estate transactions, including tenant-in-common and like-kind exchanges, and providing legal advice relating to tax planning for corporations, partnerships and limited liability companies.

Mr. Lipton also has considerable experience in the areas of real estate investment trusts (REITs), real estate funds and investment in real estate by tax-exempt organizations and foreign investors. He has represented large corporations in complex partnership transactions, and has served as an expert witness on matters concerning partnerships and partnership taxation. He also has expertise in a number of other areas relating to tax law, including taxexempt organizations and the rules involving UBIT, the tax consequences of bankruptcies and workouts and various tax accounting issues. He also provides tax advice to several professional sports franchises.

Professional Affiliations
Mr. Lipton is the former chair of the Tax Section of the American Bar Association as well as the former chair of the Chicago Bar Association Federal Tax Committee. He is chair of the American College of Tax Counsel. He is also a member of the House of Delegates of the American Bar Association.

Awards, Honors & Skills
Mr. Lipton served on the Internal Revenue Service Advisory Council.

Education & Bar Admittance
Mr. Lipton is a 1977 graduate of the University of Chicago Law School. He received a B.A. from Amherst College. He served as a clerk for Judge Cynthia Hall of the United States Tax Court.

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REITS, How to Navigate the 2009 Credit Crunch, & Today's Economic Realities
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