Kellie Newton Email & Phone Number

Washington, Dc

Represents nonprofit and tax exempt entities in all aspects of their organization and operations.Represents corporations and other business entities in all aspects of mergers, sales and other strategic combinations, including planning and closing of transaction and drafting and negotiations of all required documentation. Provides advice regarding corporate governance issues including development, audit and amendment of governance documents including bylaws, policies, committee charters, codes of conduct, Board training and counseling regarding ethical and fiduciary responsibilities.Drafts wide range of agreements of all types including employment, nondisclosure, noncompete, affinity, hotel and meeting, independent contractor and consultant, and services agreements; settles disputes accordingly.Member of the firm’s Coronavirus Aid, Relief, and Economic Services Act (CARES) team and provides guidance to clients regarding the Payroll Protection Program (PPP), Economic Injury Disaster Loans (EIDL) and tax relief under CARES and the Families First Coronavirus Response Act (FFCRA).

Washington D.C. Metro Area

• Managed legal affairs of large trade association of energy, including corporate governance restructuring, review of trade show contracts and management of disputes with exhibitors, corporate policy development and HR management• Represented trade association in successful resolution of IRS investigation into termination of defined benefit plan • Guided association of chemical manufacturers in development of national standard covering recycling of members’ products• Oversaw Executive Team acquisition of their employer, and continued representation for subsequent formation of subsidiaries and through foreign expansion • Provided strategic guidance and corporate governance advice to large University Foundation regarding the restructuring of its affiliates• For large hospital system, managed complex merger of multiple subsidiaries into parent of hospital system, in anticipation of merger of parent company with another hospital system• Represented trade association of agricultural chemical manufacturers in the development of technical model used worldwide to evaluate risk of exposure to members’ products• Settled dispute resulting from early termination of commercial real estate lease and negotiation of new office facility• Led association of medical service providers in venture funded by US CDC to provide life-saving medical services in Africa• Negotiated disassociation of public charity from publicly traded mass media company• Prepared comments in Department of Treasury rulemaking proceeding to preserve tax status of highly regulated consumer goods• Led development of software used to evaluate risk of exposure to clients’ products• Represented Asian company in proposed acquisition of agricultural chemical company in the US• Assisted one of the largest distributors of agricultural chemical products in North America with structure and implementation of a supply and distribution network in South America

Washington D.C. Metro Area

Served as General Counsel to Dentons' environmental consulting subsidiary, Technology Sciences Group Inc. (TSG) from 1993 until its sale to a third-party in 2017.

Partner in the Corporate practice and served as Partner supervisor for the Firm's Conflicts/New Business Intake department from 2000 until 2011. Selective accomplishments:• Organized and managed task forces formed to develop and acquire data for regulatory reporting purposes• Significant experience drafting and negotiating complex business agreements including marketing, distribution, supply, license, joint development, affiliation and merger and acquisition agreements

General Counsel for largest landscape maintenance and indoor pest elimination company operating in 46 states and Canada with annual sales of $350 million. Selective accomplishments:• Successfully settled a $42 million claim by a state environmental agency• Managed the legal affairs of the company and its subsidiaries, including franchise issues• Supervised services of over 100 outside counsel• Participated as member of leadership team for sale of company

• Managed over 100 pending law suits • Drafted and negotiated acquisitions of 12 cable television companies• Directed responses to numerous inquiries by the U.S. Department of Justice and state regulatory agencies• Provided advice to corporate management and field personnel in all aspects of the business• Responsible for several acquisitions

B.A., History, Political Science

Activities and Societies: Intern, Richard Thornburgh, Governor of Pennsylvania

J.D., Law Review; Research Editor

Activities and Societies: Research Editor, Law Review