Frederick H. Dulles - 1
Frederick H. Dulles
57 Tradd StreetTelephone 1-843-817-9686
Charleston, South Carolina29401-2539Fax 1-843-746-4796
International Business Lawyer –Independent Trustee-Director
Adjunct Professor – Arbitrator and Mediator – Realtor
International Business Lawyer- Structured and completed numerous large complex international transactions involving mergers and acquisitions, joint ventures, cross-border investments, privatization, restructuring, financing, licenses, distribution and supply contracts. Licensed in New York and the District of Columbia; not admitted in South Carolina.
Independent Trustee-Director of a major mutual fund complex – Providingeffective corporate governance with integrity for mutual funds and ensuring the delivery of performance and value for fund shareholders.
Adjunct/Visiting Professor teaching graduate courses in negotiation and international law.
Realtor® and broker licensed in South Carolina and New York.
Arbitrator and Mediator – International business and commercial cases.
Has lived and worked in the U.S. and 18 years in England, Switzerland and France. Has worked extensively on location in more than 30 countries in West, Central & Eastern Europe, the Middle East, Africa, and Asia.
Education: •Harvard University, AB cum laude (Economics) 1964
•ColumbiaUniversityGraduateSchool of Business, MBA (Finance) 1968
•ColumbiaUniversitySchool of Law, JD 1968
Languages:English (native), French (fluent), some German, Dutch and Spanish
Current Activities:
Meridian 361 International Law Group PLLCOf Counsel, since 2006
Firm of international lawyers based in Washington, DC and London, England.
•Legal work in the areas of business, corporate and commercial law, off-shore corporate structures, off-shore shipping financing, with a majority involving international clients and international matters. Worksprimarily with Timothy D. Scrantom, Esq. a South Carolina licensed attorney and member of the firm.
Massachusetts Financial Services (MFS) / Sun Life Compass Mutual Funds Boston, since 2001
Independent Trustee
•Serves on the Board of Trustees of a complex of 36 mutual funds with a full range of investment objectives supporting variable annuities. Member of the Compliance and Governance, the Operations and the Contract Review Committees.
•Special assignment to improve trustees' review of fund performance and getting superior results
•Mutual Fund Directors Forum – Member, Steering Committee
Prudential Carolina Real EstateRealtor®, Charleston, SC, since 2006
•Real estate broker – listing and selling residential real estate in the greater Charleston area.
Licensed in South Carolina and New York.
The Citadel School of Business AdministrationVisiting Professor, Charleston, SC, since 2003
•John S. Grinalds Leader-in-Residence for 2006-2007
•Teaching Negotiation and Conflict Resolution in the MBA program
CharlestonSchool of LawAdjunct Professor, Charleston, SC, since 2006
•Teaching International Law
Free Enterprise Foundation – Charleston, SC, since 2005
Member, Board of Directors since 2005, Secretary since 2006
•The Foundation is a Charleston based academic business institute that inspires and promotes responsible and ethical practices in the global economy. It is affiliated with The Citadel,the College of Charleston and the Medical University of South Carolina.
Previous Experience:
Ten State Street, L.L.P. Charleston, SC, 2003-05
Member, international business and tax law firm – offices in Charleston and London.
•International business transactions
•Establishment of a fund of hedge funds documentation
•Assisted counsel on international securities arbitration
•Corporate restructuring & corporate governance
•International ship financings
•Immigrant investor visa program (EB-5)
University of South CarolinaSchool of LawColumbia, SC, 2003-04
Lecturer in courses given by Adjunct Professor Timothy D. Scrantom
•International Business Transactions, fall semester 2003 & 2004
•International Commercial Arbitration, London, Maymester 2004
BostonUniversity – MetropolitanCollegeBoston, MA 2003
•Member, Dean’s Advisory Council, since 2003
•Lecturer - Negotiation and Conflict Resolution in the graduate administrative sciences program, 2003
The American University of ParisTrustee, Paris, 2001-2004
AUP is a multicultural university, accredited in the U.S., with students from 100 countries.
U.S. District Court, Eastern District of New YorkPanel of Mediators, Brooklyn, NY, 2001-03
Successfully mediated and settled four international commercial cases involving Chinese, Indian, Korean and U.S. parties.
Chemonics International Inc. – Taylor DeJongh Inc. Consultant in Madagascar, 2000-01
Expert legal advisor on restructuring and privatizing the Madagascar National Savings Fund (Caisse d’Epargne de Madagascar) – Drafted legislation in French for the Madagascar Parliament to enable the restructuring and privatization of the Fund. Participated in preparingbusiness plan, application for a banking license and finding private investors. Project for the U.S. Agency for International Development.
McFadden, Pilkington & WardMember, London & New York, 1997-2003
•Directed the legal affairs of an English luxury goods company. Convinced banks to maintain credit lines and landlords to extend lease conditions. Managed litigation. Worked with independent auditors on financial issues. Found potential purchasers for the controlling equity interest; upon default, recovered and resold the shares to other new owners.
•Completed the acquisition of a Russian hotel-casino project for American investors, including due diligence investigations with provincial government officials in Sakhalin and arranging for the sellers to acquire shares in a U.S. public company.
•Established a casino joint venture in Suriname, set up an Aruba joint venture company, prepared and negotiated the joint venture and casino management agreements.
•Assisted an Internet software company with marketing its patented digital files and raising first round venture capital.
•Assisted in recovery of assets invested in financial instrument fraud schemes.
Jackson & Nash LLP Of Counsel, New York, 2000
•General corporate matters.
•Arbitrator in international maritime case.
Swiss Financial Holding Ltd. Director, 1992-2000
Holding company for finance companiestrading in derivatives and commodities
McDermott, Will & EmeryPartner, Lausanne, London & St. Petersburg, 1994-96
•Opened and managed the firm’s office in St. Petersburg, Russia, working with Soviet-educated lawyers to provide Western style and caliber legal services.
•Structured, negotiated and completed the Kraft Jacobs Suchard acquisition of a Russian confectionery factory from employee owners, obtaining governmental approvals, setting up corporate governance structures, managing relations with residual 5% shareholders, and organizing a 3-year investment program.
•Prepared and negotiated U.S. Overseas Private Investment Corporation (OPIC) financing for a St. Petersburg consortium of the European Bank for Reconstruction and Development (EBRD), Russian and American investors and the St. Petersburg City Administration.
Pirenne Python Schifferli Peter & PartnersOf Counsel, Geneva-Lausanne, 199394
Structured and completed Lithuania’s first post-Communist privatizations involving foreign strategic investors, representing Philip Morris and Kraft Jacobs Suchard in acquiring tobacco and confectionery factories. Successfully prepared and negotiated with the Government investment proposals for the tender, a new privatization procedure, investment agreements, transformation of state enterprises into local companies, provision for minority employee-shareholder interests, and ongoing corporate governance.
Philip Morris International - New YorkLausanne, 1980-92
Legal Director & Regional Counsel for
Switzerland, Scandinavia, Central and Eastern Europe, the Middle East and Africa Lausanne, 1983-92
•Structured manufacturing and sales joint ventures in Russia, Turkey, Egypt and Nigeria and production licenses in Algeria, Austria, Finland, Poland and Switzerland.
•Completed privatization and acquisition of factories in Hungary and the CzechRepublic.
•Established agencies, distributors and local offices in Africa and the Middle East.
•Supervised subsidiary corporate governance.
•Managed commercial disputes and litigation.
•Ensured compliance with U.S. Foreign Corrupt Practices Act, boycott and trade sanctions.
Assistant General Counsel, International Law Department New York, 1980-83
•Developed legal strategies and managed outside counsel in defending against the antitrust competition law proceedings of the European Commission, the German Cartel Office and major competitors to force Philip Morris to divest its interest in Rothmans International. Fashioned and negotiated restructuring arrangements to settle the litigation, which became the Philip Morris case in European competition law.
•Set up business arrangements in Japan, Philippines, Hong Kong and India.
•Worked with internal auditors on management and compliance issues.
Shearman & SterlingAssociate Attorney, New YorkParis, 1971-80
•Prepared U.S. securities registrations and underwriting agreements, carried out due diligence investigations and completed public offerings of stock and debt issues.
•Developed the legal structure and prepared agreements for a French client in a Brazilian joint venture combining its factory with those of American and Lebanese partners.
•Represented Citibank, N.A. in the 1978 municipal financing package for New York City and bank loan financings.
U. S. Navy - Naval Security Group CommandLieutenant, Washington, D.C., 1968-71
•Established a multi-service management course for middle level officers.
•Awarded Navy Achievement Medal
Other:•HarvardUniversity – WeatherheadCenter for International Affairs – International Advisory Council
•HarvardUniversity – Candidate for the Board of Overseers, 2002
•GeorgeWashingtonUniversity – Institute for International Corporate Governance and Accountability – Institute Fellow
•Foreign Policy Association – Fellow
Member: •ABA - American Bar Association
•ABCNY - Association of the Bar of City of New York
•ASA – Swiss Arbitration Association
•IAI - International Arbitration Institute
•IBA - International Bar Association
•LCIA - London Court of International Arbitration
•MFDF – Mutual Fund Directors Forum
•The Rotary Club of Charleston
Bar:•District of Columbia–admitted 1971
•New York– admitted 1972
•South Carolina - applied for admission.
Licenses:•Licensed real estate broker in South Carolina and New York.
•Notary Public for South Carolina.
Personal:U. S. citizen. Married. One daughter (25). 60902