ELLA LEMESHEVA

**** ******** *****

MARIETTA GEORGIA 30062

404-***-****

adyvz1@r.postjobfree.com

SUMMARY

Skilled in Credit/Financial Statement/UCC transactions, commercial and multi state residential Real Estate Transactions, industrial and retail leasing; expertise in surveys, estate and probate matters, title insurance policies, commitments, title search, land use and development (including mixed use projects).

Eminent Domain/Condemnation; Corporate Law, Business Transactions and Business Organization, contracts and contractual issues, commercial leasing, cell tower leasing and colocation, timber leases and timber contracts; mixed use condominium development;

Strong communication and customer service skills;

Working expertise in Microsoft Office 365 products -Word, Outlook, Excel, PowerPoint, Teams, OneNote; Windows 95, 97, 98 and 2000, MS Word, Excel, Power Point, Word Perfect 5.1, 6.0, 6.1, 9.0, Soft Pro and Title Express FileSite.

PROFESSIONAL EXPERIENCE

Park’N Fly, Inc. Buckhead, GA

Corporate Paralegal Regulatory Compliance February 18, 2008-Present

Draft formation, merger and withdrawal documents for corporations, limited liability companies and limited partnerships; file corporate documents with federal, state and local agencies, including annual reports in all 50 states and internationally maintain corporate entity charts.

• Assist in preparation for meetings of Board of Directors and all committee, preparation of annual stockholders meeting, including review of proxy, prepare annual meeting resolutions electing officers and Board of Directors for al entities, maintain updated list of officers and directors, Maintain corporate minute books for Board of Directors and all committees, minute books for all subsidiary companies.

Register new entities in the SOS offices, and obtain foreign qualifications to do business, file annual reports, statements of information, register for all applicable business tax and licenses, to assure the entities have all valid and current qualifications to do business in the States.

Act as a liaison between Registered Agent and Insurance Companies for SOP, to assure prompt address of the claims law suits, and legal actions.

Draft LOI and Purchase and Sale Agreements for company real estate acquisitions;

Maintain corporate sales database and contract files;

Draft and review corporate documents; minutes; resolutions and certificates, manage and maintain corporate records;

Manage Intellectual Property portfolio, review trademark use and oversee infringement on company tradenames and trademarks, issue C&D letters, monitor compliance deadlines;

Organize, administer and maintain corporate trademark files and documentation, occasionally search websites for the use of corporate trademarks and advertising in order to guard against trademark infringement, prepare cease and desist letters.

Assist and coordinate with outside closing attorneys in handling corporate trademark litigation.

Conducting basic research and reports, and maintaining a schedule of all filing deadlines with the USPTO.

Provide assistance to Human Recourses Department, register for Withholding and Unemployment tax, act as a liaison between State Labor and Employment agencies and human recourses department, assist director of Human Recourses in bbenefit administration, basic HR functions, interview and selection techniques, new hire processing, Worker’s Compensation and State and Federal laws regulations and compliance.

Review LOI and Purchase and Sale Agreements received from purchasers for company sales and/or financing real estate transactions;

Negotiate the terms of the agreement with prospective purchasers and sellers;

Review zoning files, order and review title work, request any necessary corrections or deletions of Schedule B-2 exceptions, special coverages and endorsement; order and review tax reports and certificates; prepare and answer title objection letters.

Contact title companies, local government agencies, and utilize internet resources to obtain and review information during due diligence and entitlement phases of the transactions; obtain corporate entity information.

Order and review environmental report; zoning files and zoning ordinances and alert attorneys to potential issues. Order and review surveys to determine if there are any improvement encroachments, violations of zoning or environmental laws provide comments and coordinate with surveyor and title company all necessary changes and corrections.

Review current laws, ordinances, building and constriction codes of jurisdiction where the property is located to determine compliance of the property with the applicable codes and regulations, and suitability for the company intended use; notify company President and Vice President of any potential problems or impact on acquisition and operation of the property;

Review and comment on terms of real estate mortgages, promissory notes, prepare and review closing statements; closing documents (deeds, affidavits, corporate resolutions) escrow instructions organize, coordinate closings with real estate agents, title company and loan officers; prepare closing binders; attending post-closing matters.

Assist and coordinate with outside closing attorneys in handling a wide variety of development, zoning and land use matters, including review and analysis of property zoning files, zoning variances, state and municipal zoning laws and ordinances to determine zoning classification and uses of the property and notify attorneys and client of any potential issues or impact on current and future development of the property, prepare of zoning and property reports and assist clients and attorneys in legal research of zoning-related issues.

Prepare and file annual franchise tax reports for the corporation, its parent and subsidiaries, prepare incorporations, dissolutions, name changes, qualifications, withdrawals and state merger documents in various jurisdictions, and help maintain current and historical corporate information; prepare and review due diligence, draft board resolutions;

Review States regulatory and legal requirements for business operations of the company including licensing, permitting, sales use tax and business filings, administer the same;

Prepare and file consents to transfer contracts and assets; on- and off-line research, manage corporate documentation including minute books and dealing with state corporation offices; prepare officer's and secretary's certificates; organize closings and coordinate closing matters;

Administer licensing and permitting process, prepare applications for licenses and permits necessary for company operation, and oversee compliance with the same;

Review sales and service agreements, to ensure compliance with internal revenue sales and use tax requirements, request technical tax advisement opinions from state tax offices, review tax audits.

Manage, negotiate, monitor and source vendor contracts/sub-contracts. Responsible for providing interpretation of terms and conditions of contractual obligations as well as negotiate contract modifications, follow-up quotations, revisions, and terms and conditions with vendors

Assist Vice President and CEO with implementation and coordination of the contract review process, drafting, preparing, and summarizing contracts for legal review;

Oversee the administration of all company contracts; assist team members with drafting various documents in matters such as technology contracts, company policies and procedures, memoranda and other legal compliance related documents;

Review IT and marketing agreements to ensure the terms of the same are compliance with security and privacy laws, and with company insurance and risk management policies and regulations.

Summarizing basic terms of routine contracts and other legal documents, proofreading correspondence and agreements;

Implementing and administering contract files and performance tracking system for contracts, serve as key interface person for all functional reviews;

Create and maintain contract templates, and act as point person for resolution of business disputes on a day to day basis;

Conduct legal research; draft and review memoranda and other documents; keep informed of current laws, regulations and proposals in a regular course of company business; advise on possibility of legal issues.;

Handle contract extensions and amendments;

Handle negotiation and terminations of standard and nonstandard contracts

Manage contract renewals;

Analyze price proposals, financial reports, and other data to determine reasonableness of prices;

Evaluate or monitor contract performance to determine necessity for amendments or extensions of contracts and compliance to contractual obligations;

Review agreements or proposed agreements for conformity to company rates, rules, and regulations; and

Analyze contracts and confer with various department heads to detect ambiguities, inaccurate statements, omissions of essential terms, and conflicts with possible legal prohibitions.

Provide general administrative support to the Executive team, as requested or assigned.

Greenberg Traurig, LLP Buckhead, GA

Commercial Real Estate Paralegal July 13, 2006 – February 15, 2008

Review purchase and sale agreements for critical dates and contingencies, calendar and monitor the same to insure that deadlines are met; prepare contract summaries and closing checklists.

Order and review title work, request any necessary corrections or deletions of Schedule B-2 exceptions, special coverages and endorsement; order and review tax reports and certificates; prepare and answer title objection letters. Contact title companies, local government agencies, and utilize internet resources to obtain and review information during due diligence and entitlement phases of the transactions; obtain corporate entity information. Order and review environmental report; zoning files and zoning ordinances and alert attorneys to potential issues. Order and review survey work surveys to determine if there are any improvement encroachments, violations of zoning or environmental laws provide comments and coordinate with surveyor and title company all necessary changes and corrections.

Create database and charts for analysis of all title matters and existing leases affecting the property. Review open liens and loan documents and coordinate payoffs. Draft closing documents i.e., deeds, bills of sale, assignments, promissory notes and security deeds, mortgages and/or deeds of trust and releases of the same, prepare and/or review articles of incorporation, bylaws, incorporation, qualification, merger and dissolution documentation for attorneys review.

Review loan agreements, deeds to secure debt, promissory notes and other financial documents to determine compliance of the same with Georgia Law requirements and provide comments to assist attorneys in preparation of Borrower’s counsel Legal Opinions.

Prepare closing statements; escrow instructions organize, coordinate closings with real estate agents, title company and loan officers; prepare closing binders; attending post closing matters.

Assist attorneys in handling a wide variety of development, zoning and land use matters, including review and analysis of property zoning files, zoning variances, state and municipal zoning laws and ordinances to determine zoning classification and uses of the property and notify attorneys and client of any potential issues or impact on current and future development of the property, prepare of zoning and property reports and assist clients and attorneys in legal research of zoning-related issues.

Obtain and review entitlements for the projects, water and utility availability reports, specific plans, re-zonings, development agreements, conditional use permits, environmental site assessments, appraisals and endangered species reports, site plans, development plans; research and review counties and cities ordinances and building codes, development regulations, permits requirements and application processing. Work in the close contact with developers, lenders utility companies Tax Assessors, building engineers and zoning officials to ensure compliance of current and future land use and development with applicable state and municipal laws and requirements and suitability of the property for clients intended development and use.

Draft leases or review proposed leases for business and legal terms and prepare analysis for review by attorneys; prepare outline to be utilized by attorneys in negotiation of lease provisions; draft revisions to proposed lease as needed. Review and prepare lease exhibits. Prepare initial draft of Subordination, Non-Disturbance and Attornment Agreement and facilitate execution, prepare and file UCC filings as necessary when client is landlord. Draft for attorney review, memorandum of lease for recording and facilitate execution and recording of the same.

First National Financial Title Services, Inc.

Fidelity National Title Insurance Company Duluth, GA

Paralegal/Legal Assistant April 22, 2004 - July 13, 2006

Review title abstracts and title reports review instruments of conveyance, easements, plats, covenants and restrictions to determine if there any violations or encroachments that may result in a forfeiture or reversion of title or any possibility of a future claims, prepare commitments for title insurance and title reports.

Review Materialmens’ and Mechanic’s Liens, tax deeds, Writs of Fieri Facias, judgments, lis pendens notices and open law suits to determine its current and future effect on subject property.

Review as build and topographical surveys to determine if there are any improvement encroachments, violations of zoning or environmental laws. Review and answer objection letters to determine if the requested coverage is in compliance with companies procedures and allowed risks, prepare endorsements, commitments for title insurance, title insurance pro-formas. Review counties and cities ordinances and building codes, contact counties Tax Assessors, building engineers and zoning officials.

Review mortgages, deeds of trust and security deeds to ensure that banking interest rates are in compliance with the state usury laws.

Review and prepare real estate instruments for recording, prepare policies.

Review and answer objection letters.

McLarty, Robinson and Van Voorhies, Jr. Decatur, GA

Commercial Real Estate/Corporate Paralegal January 15, 2002-April 22, 2004

Provide assistance related to merger and acquisition transactions, review and draft corporate by-lays, purchase and sale agreements, bill of sale, work in conjunction with the Georgia Secretary of State corporate division in preparation and filing of certificates of merger and name change, review minutes and corporate resolutions, partnership agreements, research and review state regulatory and licensing requirements, maintained and organize corporate clients files.

Conduct real estate limited and full title examinations in Georgia Counties real estate deed records and UCC searches in the central filing indexes, judgment and lien searches, assist attorneys in preparation and filing materialmen and mechanic’s liens.

Review corporate assignments, certificates of merger, provisions of limited partnerships and limited liability company agreements, research and interpret statutory and regulatory requirements, draft forms ensuring compliance with the state statutes, assemble information in response to regulatory audits & license applications.

Review commercial real estate and environmental title abstracts and prepare commitments, policies and title abstracts, assist corporate clients in due diligence, pre-closing and post closing stage of real estate transactions, act as a liaison between clients and title examiners on multi state title issues, examine estate and probate records, review wills, letters testamentary and trust agreements to verify that will was probated in solemn form, draft documents.

Review contracts, leases and licenses, options and lease agreements, insurance policies, and property damage claims to ensure that liability coverage comply with terms and conditions of the policy and agreements, resolve title defects and file claims with title insurance companies, if needed.

Maintain attorney’s calendar and appointment schedules, input time and expense charges utilizing TimeSlips software as well as input of attorneys time and travel expenses.

American Tower Corporation Atlanta, GA

Paralegal/Contract Administrator November 2000-January 14, 2002

Review, edit and draft leases, subleases and licenses and exhibits to the agreements. Notify Account Managers and corporate attorneys about non-standard contractual issues and terms that can create legal and business risks.

Managing site development contracts. Review proposals with project managers to ensure that contracts support company’s business objectives and credit requirements. Participate in negotiation of terms requested by clients to minimize the period between legal review phase and contract signature. (resulting in new lease revenue increase by 20% per quarter)

Review incoming contracts and notify Account Managers of any language and special provisions on the contracts. Advise Area Sales Managers on any violations of International Master Lease Agreements.

Review and draft Options and Land Lease Agreements and Options to Purchase Real Estate, Real Estate Contracts, Non-Disturbance and Atonement Agreements and notify Project Managers of any probability of use restrictions, rights of first refusal or access limitations on the property. Order and review surveys to determine if there any encroachments on the property that may interfere with tenants intended use of the property, review title exceptions and prepare objection letters.

Order title reports from title attorneys, review title abstracts and prepare chain of title letters. Cure title defects resolve probate and estate matters, review restrictive and protective covenants to ensure that leases or purchased parcel will not create any title risks for future leasing process.

Draft and record Warranty Deeds, Security Agreements, Assignments and Memorandums of Leases, prepare and file UCC Financing Statements, prepare closing statements, open and close escrow accounts.

Review Environmental Reports, FAA and FCC Certificates, notify clients and attorneys of any possibility of zoning, environmental or compliance issues.

Study local wireless ordinances and building codes to ensure that all wireless communication facilities shall be maintained in compliance with applicable state of local building codes under which they were constructed.

Review construction and due diligence packages; prepare weekly and monthly sales reports for Account Executives.

Shapiro & Swertfeger Atlanta, GA

Attorneys and Counselors at Law April 1999-November 2000

Title Paralegal

Order title and tax reports; check executions of Warranty Deeds and Security Deeds, review second mortgages, junior liens, subordination agreements, mechanics’ and materialmen liens, judgments, divorce decrees, will and trust agreements, corporate assignments, partnership agreements, tax liens, FiFa(s), Federal Tax Liens, check tax deeds attached to the property to determine marketability of title and priority of interest conveyed.

Notify lenders and attorneys of any possibility of title defects and probability if likelihood of litigation. Review surveys, subdivision plats, condominium plats, verify and prepare legal descriptions.

Prepare Preliminary Title Opinions, Title Certificates and Title Policies for HUD, VA and conventional loans. Assist lenders and borrowers in mediation phase to avoid bankruptcy and foreclosure, review and prepare modifications of the security deeds and subordination agreements.

Cure title defects, resolve probate and estate matters, contact insurance companies to obtain affirmative coverage over title defects, file claims, review indemnification letters, and prepare Scriventers Affidavits, corrective warranty deeds, and security deeds, corporate assignments, assignments of deed to secure debt.

Prepare firm invoices, bull clients, prepare monthly statements for title companies, check daily reports for bankruptcy and eviction status, handle and resolve client complaints and objections over title commitments exceptions, prepare title objection letters. Maintain client document database and monitor deadlines and case flow.

Moreland and Altobelli Atlanta, GA

Right of Way Paralegal April 1997-April 1999

Review and draft options for the purchase of Right of ways, Temporary and Permanent Construction Easements, study appraisals, blue line plans and surveys.

Review trust agreements, limited partnership agreements, resolutions, minutes, will and other documentation necessary to verify the signatory authority to documents for various interests and ownerships.

Draft Right of Way Deeds, Easement Agreements, Quitclaim Deeds, Lenders’ Consent letters, prepare and review corporate resolutions, land purchase agreements.

Solve title problems, resolve probate matters. Prepare and request cancellations, corporate assignments, corrective deeds, obtain releases from lien holders.

Prepare all closings documents, open escrow accounts, handle the closings. Distribute closing packages, prepare reconciliation statements, record Right of Way Deeds and Easements, closing the file.

Wachovia Bank, N.A. Atlanta, GA

Personal Banker January 1995-April 1997

Advise customers on personal and business loans, mortgages and second trust deeds. Verify residential and employment information, order and review credit reports and financial statements, review collateral agreements and promissory notes.

Act as a liaison between clients, loan officers, real estate attorneys to ensure smooth and accurate loan processing in a strict compliance with Real Estate Settlement Procedure Act and Regulation Z.

Handle general corporate and regulatory transactional matters for Corporate Bankers in preparation and filing of corporate by-laws, certificates of merger and name change, application of withdrawals to ensure that company complies with regulatory requirements, and property registered and authorized to business in the State of Georgia.

Assist Mortgage Officers on pre-closing state by reviewing and correcting warranty and security deeds, review corporate resolutions, verify proper corporate registration the Secretary of State.

Prepare and file UCC Financing Statements for commercial closings. Draft modifications to Security Deeds, review final loan packages to ensure correct execution and recording of post-closing documents.

Tracking sales and loan transactions for the branch on a daily basis.

EDUCATION

1984-1992 School of Law, St. Petersburg Russia – Corporate Law, Real Estate Law

1992-1994 University of International Languages, Russia – Certificate in English Arts

1998-1999 National Center for Paralegal Training, Atlanta, GA – ABA approved Certificate

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