Financial Industry Regulatory Authority (FINRA) Dispute Resolution Arbitrator (S.Fla, P.Rico)
Auctioneer, New York City
AV Preeminent® Peer Review Rated* and 2018 Albert Nelson Marquis Lifetime Achievement Award** attorney in private practice, S. Florida, New York City:
Corporate and Limited Liability Company Governance and Fiduciary Duty and Contract
Banking and Commercial
Florida; New York; U.S. District Courts for Southern and Eastern Districts, New York; U.S. Court of Appeals for Second Circuit
Legal: HARVARD LAW SCHOOL, J.D.
Undergraduate: UNIVERSITY OF PENNSYLVANIA, A.B.
summa cum laude (Mathematics); Phi Beta Kappa
Robert Half Legal, temporary employment as contractor writer/editor for Thomson Reuters, Westlaw, Practical Law, working from virtual office, June 2015 to August 2015
Revising and drafting corporate, limited liability company, mergers and acquisitions and other
business and commercial transactions standard documents and clauses, checklists, practice notes
and articles under Florida law for the Westlaw, Practical Law division of Thomson Reuters.
Managing Member, KAREN J. ORLIN P.L., Miami-Dade and Broward, FL, 2006 to present
Shareholder, operating, limited liability company, lending and other business organization,
reorganization, investor, securities, finance, commercial, mergers and acquisitions, and transaction
agreements; corporate, limited liability company and not-for-profit entity governance and fiduciary
duty; banks and other financial institutions regulation, governance and fiduciary duty; personnel
policy manuals; employment and independent contractor matters; auctioneering law; forensic
consulting and litigation support (sometimes as independent contractor to Higer, Lichter & Givner
LLP, Arista & Herran, P.L. and other law firms).
Vice President/General Legal Counsel, PACIFIC NATIONAL BANK, Miami, FL (part-time), 2007
Corporate governance and transactions; compliance with banking laws; oversight and management
of litigation; commercial financing, including multi-bank syndicated credit facilities; operational
agreements; oversight of responses to governmental and subpoena requests for information and
documents; oversight of certain Human Resources matters.
Partner, former ROTHSTEIN ROSENFELDT ADLER, P.A., Ft. Lauderdale, FL(4 months),2007-8
Business agreements; corporate governance and reorganization; relationships among equity owners
of businesses; Sections 15 and 16, Securities Exchange Act of 1934, as amended (“1934 Act”); not
for profit organizations.
Partner, former WASSERSTROM WEINREB & WEALCATCH PL, Hollywood, FL, 2005-6
Limited liability company operating agreements; start-up and small businesses; not-for-profit
entities; commercial and real estate secured lending for lenders; investor and other business
Senior Attorney, former RUTHERFORD MULHALL, P.A., Boca Raton, FL, 2004-5
Head of corporate and securities department; public company filings under 1934 Act; private
placements of securities under Securities Act of 1933, as amended (“1933 Act”); limited liability
company operating agreements; start-up and small businesses; mergers and acquisitions;
commercial and real estate secured lending primarily for lenders; investor and other business
Of Counsel, STEARNS WEAVER MILLER WEISSLER ALHADEFF & SITTERSON, P. A.,
Miami, FL, 2002-3
Asset based and commercial lending agreements primarily for lenders, some including securities
Of Counsel, AKERMAN, SENTERFITT & EIDSON, P.A., now AKERMAN LLP, Miami, FL, 1999-2002
Commercial lending agreements for lenders and borrowers; private placements of securities under
1933 Act; corporate restructuring and governance; mergers and acquisitions.
Member, former ZACK KOSNITZKY, P.A., Miami, FL, 1997-1999
Head of securities department; organization, corporate documentation, regulatory compliance, and
private placement of securities of Florida commercial bank; corporate restructuring; private
placements of securities under 1933 Act; proxy contest for reporting company; mergers and
Partner, former BERMAN WOLFE & RENNERT, P.A., now RENNERT VOGEL MANDLER & RODRIGUEZ, P.A., Miami, FL, 1995-1997
Registered public offerings under 1933 Act; corporate documentation and governance.
Senior Vice President-Associate Counsel, Assistant Secretary, former AMERICAN SAVINGS OF FLORIDA, F.S.B., Miami, FL, now a division of Wells Fargo Bank, N.A., 1988-1995
Public company filings under 1934 Act; supervision of outside counsel for filings under banking
laws comparable to 1933 Act; corporate reorganization; securitization of mortgage loans;
assignments of and participations in multi-bank syndicated credit facilities; preparation for and
minutes of meetings of Board of Directors and shareholders; corporate governance/fiduciary duty.
Attorney with law firms based in Miami, FL and KRONISH, LIEB, SHAINSWIT, WEINER
& HELLMAN LLP, now New York City office of COOLEY LLP, and former SHEA & GOULD, New York, NY, before 1988
Securities offerings; corporate organization, governance, and restructuring; bank and holding
companies regulation; mergers and acquisitions; commercial lending; contracts and transactions.
* AV®, AV Preeminent®, Martindale-Hubbell Distinguished ℠ and Martindale-Hubbell Notable℠
are certification marks used under license in accordance with the Martindale-Hubbell®
certification procedures, standards, and policies. Martindale-Hubbell® is the facilitator of a peer
review rating process. Ratings reflect the anonymous opinions of members of the bar and the
judiciary. Martindale-Hubbell® Peer Review Ratings™ fall into two categories – legal ability and
general ethical standards. For further information, see https://www.martindale.com/ratings .
**2018 Albert Nelson Marquis Lifetime Achievement Award was awarded in November 2018 by Marquis Who’s Who “as a result of . . . hard work and dedication to . . . [the] profession.”
Click Here to view Karen Orlin’s resume
Click Here to view Florida Not For Profit Corporation Act 2009 Amendments (2010).
Click Here to view “The Business Judgment Rule” for Directors of Not For Profit Corporations (2011).
Click Here to view Understanding The World of Minority Rights and Fiduciary Obligations (2011).
Click Here to view Walking the Ethical Line (2011).
Click Here to view Articles of Organization and Operating Agreement Provisions Modifying Default Provisions of New York Limited Liability Company Law (2013).
Click Here to view The Title “Managing Member” under The Florida Revised Limited Liability Company Act (2015).
Click Here to view The Advantages and Disadvantages of Forming a Florida Limited Liability Company (LLC) Versus a Florida Corporation (2015).