Ronald James Miller

Representative Experience

Represented both entrepreneurial and seasoned companies in the acquisition, divestiture and merger of companies in various transactions valued at up to $100 million, including drafting and negotiating transaction documents at all stages, from letter of intent through post-closing.

Represented investors and drafted offering documents and related securities documentation in a variety of private equity and venture capital financings of start-up and medium-sized issuers through limited partnership and limited liability company interests and preferred stock.

Represented a leading U.S.-based internet portal in connection with the creation of its UK subsidiary -- a joint venture between the portal and a leading UK-based utility -- and provided ongoing advice to management related to permissible activity within the scope of the joint venture agreement.

Advised the UK and European subsidiaries of a leading U.S.-based internet portal in connection with various internet-related and commercial matters, including the negotiation and drafting of dozens of contracts involving licensing and online distribution of information, products and services.

Advised the UK subsidiary of a leading U.S.-based online ticketing service regarding the delivery and licensing of its European online services and negotiated and drafted commercial contracts for the delivery and licensing of such services through cable-based and interactive television platforms.

Advised a global accounting firm, an internet portal and an online profiler with respect to UK online privacy issues and drafted online privacy policies; experienced in advising clients on compliance with the European Commission's Directive 95/46/EC for data protection (and the UK Data Protection Act of 1998) and the related safe harbor for U.S. companies receiving transfers of personally identifiable data from Europe.

Represented a national restaurant chain in negotiating and documenting store leases at multiple locations nationwide.

Represented a seller in the divestiture of a city block in Portland, Oregon, including the negotiation of a complex parking easement.

Advised owners and developers regarding various diverse real estate development projects.

Represented a European optical instruments manufacturer in connection with the private placement of its €100 million high yield notes and the subsequent exchange offer and registration of notes under the Securities Act of 1933.

Represented a Middle Eastern investment bank in connection with the private placement of $180 million senior guaranteed notes by its Cayman financing subsidiary and the exchange of such notes for its own previously issued notes.

Represented a Middle Eastern investment bank in implementing its €750 million Medium Term Note Programme, including negotiating master documentation and annual updates, preparing offering documents to list notes under the programme on the London Stock Exchange and documenting the private placement of ¥20 billion of such notes.

Experienced in drafting and negotiating loan agreements and other related security documents, including the representation of a Middle Eastern investment bank in its $350 million syndicated loan facility.

Advised a leading Italian luxury goods manufacturer with respect to its share option incentive plan involving the parent company and subsidiaries in ten jurisdictions worldwide, including drafting share option plans for each subsidiary, drafting share option agreements for individual optionees, preparing tax information memorandum for individual optionees, and registering of the option securities under the Securities Act of 1933.

Advised a Middle Eastern businessman regarding a succession plan for his multi-million dollar business to members of his immediate family, including the formation of a Cayman holding company, negotiated complex shareholder agreement among family stakeholders and drafted necessary transfer documents.

Prior Experience

Prior to joining the James Law Group, Mr. Miller was an Attorney with Gibson, Dunn, & Crutcher in its London, England, office. Previously, Mr. Miller was an Associate with medium-sized law firms in Chicago, Illinois.

Industry Experience

Prior to law school, Mr. Miller was a financial accountant in the Natural Gas Division of Chevron
Corporation (now, Chevron-Texaco) in Concord, California.

Memberships and Affiliations

Illinois State Bar, member, 1995
Oregon State Bar, member, 2003
American Bar Association, member
Oregon State Bar Association, member
Multnomah Bar Association, member
Notre Dame Alumni Club – Portland, member