James G. Smith

Partner

P 212.216.8060   F 212.216.8001
1350 Broadway
New York, NY 10018

 
P 212.216.8060   F 212.216.8001   jsmith@tarterkrinsky.com

James G. Smith is a partner who focuses on complex securities and corporate transactions, investment management and corporate law.

Jim's broad range of corporate and securities experience includes representing issuers, underwriters and investors in public and private offerings, PIPES, structured and asset-based financings, SEC reporting and compliance and corporate governance matters. His investment management experience includes formation and representation of hedge funds, private equity funds and venture capital funds. His corporate practice includes mergers and acquisitions and formation of partnerships and joint ventures.

He has been published in professional journals such as the Columbia Business Law Review, Warren Gorham & Lamont and the Business Law Journal of the University of Miami.

Education
  • California State University at Hayward, B.S. 1988, M.B.A. 1991
  • California State University at Hayward, M.B.A. 1991
  • Golden Gate University School of Law, J.D. 1992
Admissions
  • New York
  • California
Memberships
  • American Bar Association, Business Law Section
  • California State Bar Association, Business Law Section
Articles

Jim's recent articles include:

  • The TKD Securities Ticker: 'Non-Accelerated Filers' Excused From Attestation Report
  • A New Withholding Tax Created
  • U.S. Supreme Court Limits Extraterritorial Application of Federal Securities Laws
  • The TKD Advisor: New Rule for Investment Bankers: The Series 79 Banking Exam
  • SEC Amends Custody Rule for Investment Advisers
  • The TKD Advisor: Going Out on Your Own: Portability of Performance
  • SEC Rejects FINRA's 'Should Have Known' Theory in 'Selling Away' Case
  • SEC Changes Rule 144, Shortens Holding Period
  • The TKD Securities Advisor - February 2008
  • The TKD Advisor: SEC Grants Blue Sky Exemption for NASDAQ Capital Market Companies
  • The TKD Advisor: Regulatory Risks Become Opportunities for PIPES Investors
  • SEC Adopts New Executive Compensation Disclosure Rules
  • Court Rejects SEC Rule Requiring Investment Advisor Registration For Hedge Fund Managers
  • SEC Extends Compliance Date For Internal Control Over Financial Reporting
  • SEC Adopts New Rules on Public Shells
  • Recent SEC Enforcement Action Highlights Short Sales
  • Conversion Caps - A Primer
  • Update the "Boiler Plate" Provisions in Your Investment Agreement
  • SEC Expands Investment Advisor Registration For Hedge Fund Managers
  • SEC Adds Additional Form 8-K Disclosure Requirements
  • SEC Adopts New Disclosure Rules Regarding Nominating Committee Functions
  • SEC Adopts Changes to Rule 10b-18
  • Audit Committees and Auditor Engagement
  • Ethics Under Sarbanes-Oxley

Favorite sports team:
Commack Colt's - my son's team

Quote I live by:
I have competed well; I have finished the race; I have kept the faith (2 Tim. 4:7)

  • apple seeds LLC

    apple seeds LLC is a growing organization that provides indoor playground facilities, classes, birthday parties and other activities. As an emerging and growing business, apple seeds needed a business-minded legal partner who understood the challenges of being a middle market business. They needed help building the company from the ground floor up, and providing a solid foundation for future growth.  

News

  • Tarter Krinsky & Drogin Launches Corporate Investigations Group

    Leading mid-size, full-service law firm Tarter Krinsky & Drogin recently launched a Corporate Investigations practice in response to the growing needs of its clients. This practice group, comprised of multiple disciplines, focuses on conducting highly sensitive and high-profile internal investigations on behalf of individuals, as well as a wide range of private and public corporate entities from small businesses to Fortune 500 companies. The Corporate Investigations team advises clients on how to proactively address probes to mitigate reputational, brand and litigation risk, as well as design and implement corporate compliance procedures, provide training programs and audit those procedures to measure compliance.

  • Firm Represents Investors in High Line Commercial Project

    Tarter Krinsky & Drogin represented the capital partner in the drafting and negotiation of a joint venture agreement with the development partner of a new condominium project along the High Line in New York City, and currently represents the owner in all aspects of development of the project.

  • Firm Represents Iona College in $5 million Bond Transaction

    We represented Iona College, a co-educational institution of higher education chartered by the Board of Regents of the University of the State of New York, in connection with a $5 million tax exempt bond offering with Wells Fargo Municipal Capital Strategies, LLC and the City of New Rochelle Corporation for Local Development.

  • Firm Represents The Masters School in Bond Offering and Construction Matters

    We represented The Masters School, a coed day and boarding school for fifth through twelfth grade students, in connection with a $32 million tax exempt bond offering with the Dobbs Ferry Local Development Corporation and TD Bank, N.A.

  • Iona College Secures $35 Million Bond Closing

    Tarter Krinsky & Drogin represented Iona College in connection with a $35 million revenue bond transaction with the Dormitory of the State of New York to finance the construction of a three story residence hall and refund the Authority’s Iona College Insured Revenue Bonds, Series 2002.

  • James Smith Interviewed On Legal Minds TV About Impact Of Dodd-Frank On Private Placements

    James G. Smith, a Partner in Tarter Krinsky & Drogin’s Corporate and Securities Practice, was interviewed as part of the LegalMinds/NASDAQ Securities & Capital Market Series about the impact of “Dodd-Frank” on private placements. 

  • Client Closes on Partial Sale of Investment in Technology Start-up

    On May 17, 2010, Tarter Krinsky & Drogin’s client, an offshore private investment fund, closed on a partial sale of its investment in a technology start-up company.

  • Client Acquires Investment Group

    Tarter Krinsky & Drogin client Action Products International, Inc. (NasdaqCM: APII), a Florida-based global manufacturer and distributor of educational children’s products, recently acquired BE Overseas Investment Group LLC. 

  • Client Serves as Financial Advisor in $6 Million Sale of Armored-Vehicle Manufacturer

    Tarter Krinsky & Drogin's client Sequence Investment Partners, LLC,A served as the financial advisor to U.S.Protected Vehicles, Inc. (PVI), a Charleston-based manufacturer of armored vehicles, to Patriarch Partners, LLC, in its sale to a private equity investment firm, for $6 million.

  • Tarter Krinsky & Drogin Closes Loan in Utah Real Estate Deal

    Tarter Krinsky & Drogin closed a secured loan as part of the purchase and development of 1,400 acres of land in Utah.

  • Client Sells Interest in Real Estate Development Company

    Tarter Krinsky & Drogin’s client, a New York City real estate developer, recently sold an LLC interest in a real estate development company.

  • Jim Smith Tours China with New York and China-Based Financial Advisors

    James Smith, a corporate partner, toured China with New York and China-based financial advisors. 

Events

  • Our Top 10 Legal Alerts from 2018

    As we start a new year, we would like to share with you some of our most popular legal alerts from 2018. Our top-read alerts range from construction, corporate and securities, labor and employment, tax and intellectual property, reflecting the broad array of our full-service practice. We hope that our alerts have been valuable to you and your colleagues, and demonstrate our commitment to providing helpful information to you.

  • Delaware LLC Agreements: Beware Relying on the Implied Contractual Covenant of Good Faith and Fair Dealing

    Delaware has long been the jurisdiction of choice when forming a limited liability company. One reason is flexibility, with members themselves having the power to define their preferred relationship within their LLC agreement. Indeed, section 18-1101(c) of the Delaware Limited Liability Company Act allows members to waive any fiduciary or other duty that would otherwise apply to an LLC member or manager.

  • New Law Creates New Venture Capital Fund Exemption Under Investment Company Act of 1940

    The Economic Growth, Regulatory Relief and Consumer Protection Act, signed by President Trump on May 24, 2018, expands the Section 3(c)(1) exclusion under the Investment Company Act to allow up to 250 beneficial owners of smaller venture capital funds.

  • SEC Enforcement Actions Alert Private Fund Advisers to Form PF Requirements

    On June 1, 2018, the Securities and Exchange Commission (SEC) announced settlement of enforcement actions against multiple private fund advisers for failing to file Form PF.

  • SEC Provides Relief for Global Investment Advisers to Comply with EU Markets in Financial Instruments Directive II

    In three no-action letters, the SEC has provided some relief for investment advisers in complying with the European Union's overhaul of its securities regulations. Commonly referred to as MiFID II, which is set to take effect in January 2018, the directive will require investment advisers to pay for research either with its own money or through MiFID-governed research payment accounts (RPAs).

  • SEC Risk Alert Highlights Most Frequent Investment Adviser Advertising Rule Violations

    The SEC's Office of Compliance Inspections and Examinations (OCIE) issued a risk alert summarizing the compliance issues most frequently identified in SEC-registered investment advisers' deficiency letters with respect to Rule 206(4)-1 (the Advertising Rule) under the Investment Advisers Act of 1940. These issues include OCIE's examination initiative focusing on advisers' use of touting awards, promoting ranking lists, and/or identifying professional designations in marketing materials.

  • SEC Provides Guidance on Use of SPVs and Custody Rule

    In June 2014, the SEC’s Division of Investment Management released an IM Guidance Update (No. 2014-07) helping investment advisers who use special purpose vehicles, or SPVs, comply with the SEC’s Custody Rule.

Education
  • California State University at Hayward, B.S. 1988, M.B.A. 1991
  • California State University at Hayward, M.B.A. 1991
  • Golden Gate University School of Law, J.D. 1992
Admissions
  • New York
  • California
Memberships
  • American Bar Association, Business Law Section
  • California State Bar Association, Business Law Section
Articles

Jim's recent articles include:

  • The TKD Securities Ticker: 'Non-Accelerated Filers' Excused From Attestation Report
  • A New Withholding Tax Created
  • U.S. Supreme Court Limits Extraterritorial Application of Federal Securities Laws
  • The TKD Advisor: New Rule for Investment Bankers: The Series 79 Banking Exam
  • SEC Amends Custody Rule for Investment Advisers
  • The TKD Advisor: Going Out on Your Own: Portability of Performance
  • SEC Rejects FINRA's 'Should Have Known' Theory in 'Selling Away' Case
  • SEC Changes Rule 144, Shortens Holding Period
  • The TKD Securities Advisor - February 2008
  • The TKD Advisor: SEC Grants Blue Sky Exemption for NASDAQ Capital Market Companies
  • The TKD Advisor: Regulatory Risks Become Opportunities for PIPES Investors
  • SEC Adopts New Executive Compensation Disclosure Rules
  • Court Rejects SEC Rule Requiring Investment Advisor Registration For Hedge Fund Managers
  • SEC Extends Compliance Date For Internal Control Over Financial Reporting
  • SEC Adopts New Rules on Public Shells
  • Recent SEC Enforcement Action Highlights Short Sales
  • Conversion Caps - A Primer
  • Update the "Boiler Plate" Provisions in Your Investment Agreement
  • SEC Expands Investment Advisor Registration For Hedge Fund Managers
  • SEC Adds Additional Form 8-K Disclosure Requirements
  • SEC Adopts New Disclosure Rules Regarding Nominating Committee Functions
  • SEC Adopts Changes to Rule 10b-18
  • Audit Committees and Auditor Engagement
  • Ethics Under Sarbanes-Oxley

James Smith

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