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Tarutis, Michael J.


Mr. Tarutis is a corporate and commercial transactions lawyer with extensive experience negotiating complex transactions in private capital matters and in small and mezzanine-level enterprises. He has also represented clients with Federal Energy Regulatory Commission matters and audits within the North American Energy Standards Board/Wholesale Gas Quadrant.

Representative Experience
Private Capital and Securities and Exchange Commission Matters
  • Served as independent counsel and as in-house General Counsel, advising on corporate governance, private capital formation within SEC rules, and federal and state blue sky laws
  • Conducted venture capital-driven diligence and prepared confidential reports supporting VC funding of various entities for more than 60 entities
  • Represented many start-up and mezzanine companies looking toward VC investment, preparing the executives, officers, supporting documentation and installing “best practices” critical in a competitive funding environment
  • Drafted more than 80 private placement memoranda under Regulation A, Regulation D and Regulation E with related support documents, SEC and state filings, and non-mandatory annual reports
  • American Harness Tracks, LLC: Successful bidder for last remaining private casino/race track license in Pennsylvania through bankruptcy trustee; advised and drafted corporate documents, transaction opinions and corporate governance matters
  • Clique Vodka Limited: advising on securities, capital raising and corporate governance matters, and in securing national and international distribution (licensing and agreements with distributors); advising and drafting documents to secure high-profile music talent to act as brand ambassadors
Federal Energy Regulatory Commission Matters
  • Counseled many gas pipeline and midstream energy companies on complex regulatory, audits and investigatory matters before FERC
  • Developed a proprietary program that analyzes corporate exposure of its business activities and individual personnel’s exposure to violating FERC, PUC, CFTC and other regulatory schemes
  • Author and speaker at energy industry seminars, lectures and classes designed for rank-and-file, mid-level supervisory and senior-level executives on FERC Standards of Conduct and various strictly interpreted rules promulgated by FERC (by order of Congress) to make energy collection, sale, transportation and storage of oil, gas and products far more transparent
Education
  • Boston University and California State University, Long Beach, 1980
  • School of Law, Southwestern University, J.D., 1996
Admissions
  • California Bar
  • Colorado Bar
  • United States District Courts in Eastern and Central Districts of California
  • United States District Courts in Eastern Pennsylvania
Work History
  • Effusion Legal Group,  2007-2012
  • ProComply, LLC, 2003-2010
  • ZeroNines Technology, Inc. , 2007-2011
  • PetroNet Corporation, 1999-2001
  • Hill, Betts & Nash, LP, 1997-2001
  • Wise, Wiezorek, Timmons and Wise, 1995-1997
Other
  • Adjunct Professor of Entrepreneurship, Washington and Jefferson College, commencing in Spring 2013
  • Co-founder, College Preparatory  Limited, a virtual guidance counseling service and “Finishing School” for high school students and their families to appropriately find a Division I educational experience for deserving students