Business
LawCornell Certificate Program

Charles K. Whitehead specializes in the law relating to corporations, financial markets, and business transactions. After clerking for the Hon. Ellsworth A. Van Graafeiland, U.S. Court of Appeals (2nd Circuit), Professor Whitehead practiced in the United States, Europe, and Asia as outside counsel and general counsel for several multinational financial institutions. His practice included representation involving IPOs and other exempt and registered securities offerings (from startups to seasoned global issuers), acquisitions and other strategic transactions, derivatives and other complex financial instruments, and loan and other credit transactions.

Before joining Cornell, Professor Whitehead was on the faculty of the Boston University School of Law and he was a research fellow at Columbia Law School. His current scholarship focuses on the financial markets, financial regulation, and corporate governance.

Jed Stiglitz is an Associate Professor of Law and the Jia Jonathan Zhu and Ruyin Ruby Ye Sesquicentennial Fellow. His research focuses on administrative law, with an emphasis on the relationship between judicial review and the values of trust and accountability in the administrative state. Professor Stiglitz also studies legislation and other areas of public law.

Professor Stiglitz’s work has appeared or is forthcoming in the Yale Law Journal; University of Pennsylvania Law Review; Cornell Law Review; Southern California Law Review; Journal of Legal Studies; Journal of Law, Economics, & Organization; Journal of Legal Analysis; Administrative Law Review; Theoretical Inquiries in Law; and the Oxford Handbook of Law and Economics, among other journals. His co-authored book on American elections was published by Princeton University Press in 2012. Professor Stiglitz is co-editor of the Journal of Empirical Legal Studies and is a member of the Board of Directors of the Society for Empirical Legal Studies. Following law school, he clerked for the Honorable Stephen F. Williams of the D.C. Circuit Court of Appeals.

After earning her J.D. and B.A. from the University of California, Berkeley, Nina Scholtz clerked for the Honorable Lawrence T. Lydick of the United States District Court, Central District of California. She practiced in civil litigation and appeals in Los Angeles for fourteen years before obtaining an M.L.I.S. from the University of California, Los Angeles in June 2011. After teaching legal research at the University of Southern California Gould School of Law, she came to Cornell, where she manages the Law Library’s research and instruction programs. Courses taught at Cornell include Administrative Law Research and Practice-Focused Research for LL.M. Students. She also teaches introductory legal research to J.D. and LL.M. students.

Matt Morrison joined the Cornell Law Library in 2003.  He holds a J.D. from Mercer University, an M.S.L.S. from the University of Kentucky, and a B.S. from Virginia Tech. Matt teaches a course in Business Information for law students that runs both semesters.  He has also taught U.S. Legal Research for LL.M. Students, Advanced Legal Research, and the legal research component of the first-year Lawyering course. He has experience in academic law libraries in Kentucky and Georgia, where he is admitted to practice. He is published in the Kentucky Law Journal, the Cornell Law School Digital Repository, and Law Library Journal.  He has presented at law library conferences at both the regional and national levels.

Mark Underberg practiced corporate law for 30 years, advising directors and officers in corporate governance and other aspects of corporate law. Until 2012, he was a partner in the New York City law firm of Paul, Weiss, Rifkind, Wharton & Garrison. He has a law degree from Cornell Law School.

Robert Hillman has written extensively on contracts and contract theory, the Uniform Commercial Code, and related jurisprudence. His articles have appeared in the Stanford, NYU, Columbia, Chicago, Michigan, Northwestern, Duke, and Cornell law reviews, and he is the author of The Richness of Contract Law (1997) and a co-author of the Sixth Edition of White, Summers, and Hillman, Uniform Commercial Code (2012 through 2014).

A 1972 graduate of Cornell Law School, Professor Hillman clerked for the Hon. Edward C. McLean and the Hon. Robert J. Ward, both U.S. District Judges for the Southern District of New York. After private practice with Debevoise & Plimpton in New York City, he began his teaching career at the University of Iowa College of Law. Hillman joined the Cornell Law School Faculty in 1982, and, in addition to teaching and authoring or co-authoring several major contracts and commercial law works, he served as Associate Dean from 1990-1997.

An arbitrator, consultant on commercial litigation, and the Reporter for the American Law Institute’s Principles of the Law of Software Contracts, Professor Hillman teaches contracts, commercial law, and the law of e-commerce. He also teaches a class on the nature, functions, and limits of law for Cornell University’s Government Department.

David Sherwyn is the John and Melissa Ceriale Professor of Hospitality Human Resources and a Professor of Law at Cornell University’s Nolan School of Hotel Administration. He is also the academic director of the Cornell Center for Innovative Hospitality Labor and Employment Relations as well as a research fellow at the Center for Labor and Employment Law at New York University’s School of Law. In addition, Professor Sherwyn is of counsel to the law firm of Stokes & Wagner. Prior to joining the School of Hotel Administration, Professor Sherwyn practiced management-side labor and employment law for six years.

Professor Sherwyn has published articles in the Arizona State Law Review, Berkeley Journal of Labor and Employment Law, Cornell Hospitality Quarterly, Fordham Law Review, University of California Hastings Law Journal, Indiana Law Journal, Northwestern Law Review, Stanford Law Review, and the University of Pennsylvania Labor and Employment Law Journal. His research interests include arbitration of discrimination lawsuits and union-management relations.

Nathalia Bernardo is an associate in the Real Estate practice of Paul Hastings in New York, where she counsels a wide variety of clients in commercial real estate transactions, including joint ventures, acquisitions and dispositions, development, and management. Ms. Bernardo received her BBA from The George Washington University (summa cum laude) in 2001 and her J.D. from Boston College Law School (cum laude) in 2004. She is admitted to the bar in New York and New Jersey.

Robert Wertheimer is a partner in the Real Estate practice of Paul Hastings. He is co-vice chair of the firm’s Real Estate practice. Mr. Wertheimer focuses his practice on commercial real estate purchase and sale transactions, joint ventures, development and finance matters, representing entrepreneurial investors, prominent real estate individuals and families, as well as institutional and investment fund clients. He has significant international experience as well as domestic, and takes particular pride in representing a number of not-for-profits and public agencies.

As a speaker on current real estate trends, Mr. Wertheimer has taught a class on negotiation techniques at New York Law School and has lectured for the Practicing Law Institute on construction finance and at Michigan Law School.

As a member of the New York State and American Bar Associations, Mr. Wertheimer has been active in the Association of the Bar of the City of New York, having served on the Committee on Corrections. He also serves on the Board of Governors of The One Hundred Year Association.

He is currently, and has been for many years, profiled in Legal 500-Real Estate (United States), New York Super Lawyers and Chambers USA.

Eve I. Klein serves as Chair of Duane Morris’ Employment, Labor, Benefits and Immigration Practice Group and serves as the firm’s employment counsel. Ms. Klein has over 30 years of experience representing businesses in all aspects of employment law, management labor relations and employment-related litigation. Ms. Klein has extensive experience advising clients about their rights and obligations regarding the complex and frequently changing federal, state and local laws and regulations which affect the workplace. Ms. Klein counsels clients on day-to-day workplace matters, in mergers and acquisitions and in protecting company good will and proprietary information.

Clients rely on Ms. Klein for her practical advice and negotiation skills to avoid or resolve disputes without litigation whenever possible and for her vigorous defense of their position when litigation proves necessary.

Ms. Klein regularly handles complex labor and employment litigation brought by current and former employees and labor unions, in state or federal court and before administrative agencies. Ms. Klein advises and defends employers in connection with issues and claims involving the employment discrimination statutes, disability accommodation obligations (both employment and public accommodation), family and medical leave laws, employee recruitment and work eligibility rules, plant closing restrictions, wage and hour rules and employee benefits. Ms. Klein frequently defends employers in wage and hour class action litigation. She also helps businesses draft employment agreements, including those with restrictive covenants, and has a wealth of experience litigating issues relating to the enforceability of restrictive covenants.

Ms. Klein has significant experience in the representation of employers in labor relations under the National Labor Relations Act and the Taylor law, including in union representation and decertification elections and unfair labor practice proceedings. For clients that are unionized, Ms. Klein represents them in collective bargaining and grievance arbitration. Ms. Klein has handled collective bargaining for clients in a variety of different sectors. She has successfully represented unionized employers in hundreds of arbitration proceedings. Ms. Klein also represents employers in labor litigation, which runs the gamut from enjoining unlawful picketing activity, enforcing employer rights in connection with agreements to arbitrate and defending employers in withdrawal liability proceedings brought by multi-employer pension funds.

Ms. Klein also serves as editor of the practice group’s client alerts regarding employment and labor law developments. She is a frequent speaker on employment and labor issues for clients, business groups and educational institutions. Ms. Klein has been recognized as one of the top 100 leading women lawyers in New York City in Crain’s 2018 Legal List, in Best Lawyers in America since 2005 and frequently in New York Super Lawyers for labor and employment law since 2006.

Ms. Klein is a 1985 graduate of Cornell Law School and a graduate, with distinction, of Cornell University’s School of Industrial and Labor Relations.

Robert A. Green teaches federal income taxation, international taxation, international trade law, corporate taxation, partnership taxation, and the taxation of financial products.

After his graduation from Georgetown University Law Center, he clerked for the Hon. Harry T. Edwards of the U.S. Court of Appeals for the District of Columbia Circuit, and then for Justice Harry A. Blackmun of the U.S. Supreme Court. Professor Green then spent five years in the Washington, D.C. law firm of Covington & Burling, where his legal practice focused on corporate income taxation, the taxation of corporate mergers, acquisitions and reorganizations, and the U.S. taxation of international transactions. He joined the Cornell Law School Faculty in 1990.

His scholarship focuses on the implications of international economic integration for tax reform and on the relationship between international tax law and international trade law.

Jim Fulton is a partner in the Emerging Companies practice group. He joined the Firm in 1995 and is resident in the New York office. Prior to his tenure in New York, Mr. Fulton spent 17 years practicing in Cooley’s Palo Alto office where he was firm-wide Chair of the Emerging Companies practice group and chair of the Clean Energy and Technologies group.

Mr. Fulton focuses on representing both emerging and established technology, healthcare and biotechnology companies and the venture capital firms that invest in those companies. Concentrating in corporate and securities law, he counsels companies throughout their lifecycle on matters ranging from company formations, private financings, employee equity incentives and executive hiring, to complex spinouts, mergers and acquisitions, IPOs and SEC reporting and compliance. In the last 10 years alone, Mr. Fulton has worked on more than 350 venture capital transactions, raising more than $4 billion dollars. In addition, he has closed venture capital funds raising in excess of $5 billion, public offerings of nearly $1 billion in equity and M&A transactions valued at more than $3 billion.

His clients represent a wide range of industries including internet, digital and social media, mobile, software, retail, healthcare IT, medical device, telecommunications, semiconductor, clean technologies, and life sciences. Representative clients include Web.com, AAA, Blurb.com, Cloud Physics, Dialogic, Inc., eASIC Corporation, Modern Meadow and Segetis. Mr. Fulton also represents many leading venture capital firms in their financings, including InterWest Partners, Mayfield Fund, NEA, Norwest Venture Partners, Panorama Capital, Scale Venture Partners, and Versant Venture Capital.

Mr. Fulton was named on the 2012 AlwaysOn Power Players in Greentech list and one of the Top 25 Clean Tech Lawyers in California by The Daily Journal in 2011. He was also recognized in The Best Lawyers in America in the category of corporate law and venture capital law in 2008-2013 and Northern California Super Lawyer in the category of securities and corporate finance in 2007-2013.

Prior to joining Cooley, Mr. Fulton was a senior budget analyst with the U.S. Government’s Office of Personnel Management for six years.

Representative transactions include:

Web.com’s renegotiation of its $800 million in debt.
Web.com’s $115 million secondary public offering.
Web.com’s acquisition of Network Solutions.
Dialogic, Inc. in a private placement of convertible notes and warrant.
Cloud velocity in a $5 million sale of preferred stock.
Ecomotors in a $32.5 million sale of preferred stock.
Segetis, Inc. in a $26.5 million sale of preferred stock.
Crushpath Systems, Inc. in its sale of preferred stock.
Institutional Venture Partners in their investment in Buddy Media.
InterWest Partners in their investments in Badgeville, Marketo, Optimizely, Tapjoy and many other portfolio companies.
Mayfield Fund in their investments in Appcelerator, Cloud9, Gigya, Viral Heat and many other portfolio companies.

Mary Gail Gearns is co-leader of the litigation practice in New York. Her practice includes all aspects of complex commercial litigation, with a focus on securities litigation and enforcement matters. She represents clients in securities fraud actions, shareholder derivative suits, class actions, and qui tam actions. She also regularly represents clients in investigations by the SEC, FINRA, state attorneys general, and various other regulators. Mary Gail has substantial experience conducting internal investigations, and she counsels clients on compliance issues.

Allison M. Fumai focuses her practice on the representation of registered investment companies and their investment advisers. She regularly advises mutual funds, closed-end funds and exchange-traded funds and their investment advisers on issues relating to the development and launch of new funds, ongoing compliance and regulatory matters, mergers, liquidations and restructuring of funds.

Ms. Fumai also has extensive experience advising issuers and underwriters on initial public offerings and rights offerings for closed-end funds. She has particular expertise with exchange-traded funds and represents a significant number of exchange-traded fund sponsors and exchange-traded funds in connection with their exemptive relief, launch of unique products and other issues relating to exchange-traded funds.

In its most recent edition, The Legal 500 (US) recognized Ms. Fumai as a Next Generation Lawyer in the area of mutual/registered funds and noted that she is “extremely knowledgeable about ’40 Act funds and consistently provides timely, accurate advice.” In 2013 and 2016, she was named to the Rising Stars shortlist for the Euromoney Legal Media Group’s Americas Women in Business Law Awards in the Finance category as well as one of Fund Action’s Rising Stars of 2014. She was also named as a SuperLawyers New York Metro Area “Rising Star” for 2013 and as a Rising Star by the Euromoney Legal Media Group in 2016 as part of its Expert Guides series.

Ms. Fumai is a graduate of Cornell University (A.B., Economics) and Cornell University Law School (J.D.). She is a member of the New York and New Jersey Bars.

Kelly Mahon Tullier is the Executive Vice President, General Counsel & Corporate Secretary of Visa Inc. In her role, she leads the legal and compliance functions for the premier global payments technology company.

Prior to joining Visa, Mahon Tullier worked at PepsiCo, Inc. as Senior Vice President and Deputy General Counsel. She also served as Senior Vice President and General Counsel for PepsiCo’s Asia Pacific, Middle East and Africa division, based in Dubai.

Previously, Mahon Tullier was Vice President and General Counsel for Frito-Lay, Inc. Earlier in her career, she was an associate at BakerBotts LLP and also served as a law clerk for the Honorable Sidney A. Fitzwater, U.S. District Court, Northern District of Texas.

Mahon Tullier serves on the Cornell Law School Advisory Council, Tahirih Justice Center Board of Directors, International Institute for Conflict Prevention and Resolution (CPR) Board of Directors..

Mahon Tullier received her B.A. from Louisiana State University and her J.D., magna cum laude, from Cornell Law School.