MICHELLE L. SIDES, ESQ.

544 Terrace View Place, Port Hueneme, CA 93041 - (561) 629-6548 Email: ms1098be
4@westpost.net

PROFILE:
Attorney with strong management and operations experience in both private and pu
blic company environment. Demonstrated competence in managing all facets of leg
al matters and corporate litigation, budgeting, personnel administration, compli
ance, contract drafting and negotiations and human resources. Background also i
ncludes: real estate development, construction management, commercial property m
anagement, mergers and acquisitions, bankruptcies, corporate formations and over
all operations management. Strong attention to detail and accuracy, ability to
lead and direct others, self-motivation and ability to work well with others, ab
ility to provide top-quality, proactive, accurate and effective legal support wi
th effective business judgment in a fast paced environment, excellent organizati
onal skills with ability to prioritize, coordinate and simultaneously maintain m
ultiple responsibilities.
SIGNIFICANT ACCOMPLISHMENTS:
a Negotiated loan agreements and assisted in obtaining in excess of $350M in ban
k financing for real estate developer and homebuilder.
a Prepared, trained and implemented policy and procedures system for rapidly gro
wing companies.
a Significant litigation management as well as bankruptcy preparations.
a Analyzed due diligence, risk assessments and executed acquisition agreements a
nd joint venture agreements for various companies.
a Managed day to day operations with over 160+ employees.
PROFESSIONAL HISTORY:
North American Companies, LLC Ventura, CA 2008 - Present
Vice President, General Counsel
North American is a California private equity company focused primarily on resid
ential and commercial investment opportunities. In addition to its own acquisit
ions, North American provides a variety of services to significant investors all
over the country in numerous markets.
a Corporate: Manage the day to day operation departments for all projects and pe
rsonnel from acquisition to disposition. Review all development, land and portf
olio acquisitions. Maintain case files and coordinate with outside counsel on pe
nding corporate legal matters. Prepare and research all material for litigation,
depositions, mediations and/or meetings with outside litigation counsel. Draft
and negotiate all internal contracts and leases as required. Ensure corporate co
mpliance and maintain corporate records, preparing corporate resolutions for all
transactions and corporate minutes for all subsidiaries, affiliated and investm
ent corporations. Legal Research on industry matters. Review of finance loan agr
eements with national lenders for acquisition and/or refinancing. Responsible fo
r all internal and business legal matters for corporate, subsidiaries, joint ve
ntures and affiliated corporations.
a Investors: Work with investors to acquire information relating to their inves
tment goals, perform background searches and verify buying ability. Prepare Mem
o of Understandings relating to potential acquisitions. Review due diligence pa
ckages consisting of comparables and market studies. Prepare agreements or join
t venture agreements upon acceptance. Negotiate and/or draft all related contra
cts and prepare documents for closing.
a Human Resources a" Oversee all aspects of the following:
o Employee Relations: Responsible for maintaining a positive, productive and saf
e workplace. Connect with employees at all levels to create and maintain an open
 door environment that identifies issues early and allows management to address
them. Partner with management to handle all performance management issues and fo
r ensuring effective communication and adherence to corporate policies. Actively
participate in implementing the company core values and purpose statement. Cont
inuously improve the company administrative and human resource systems and proce
sses.
o Internal Investigations: Investigate and analyze potential employment related
issues, which include interviews and taking witness statements. Also, determine
resolution processes and other administrative matters.
o Recruiting/Staffing/Termination: Oversee human resource staff as they assist m
anagers in the recruiting, interviewing, training, testing, selection, placement
, orientation, transfer, promotion, demotion, or termination of employees.
o Budgeting: Develop and monitor operational budgets and ensure monthly monitori
ng for variances and compliance.
EH Building Group II, LLC Palm Beach Gardens, FL 2002 - 2008
Executive Vice President, General Counsel and Board Member
EHBGII began as a small private real estate developer with approximately 10 empl
oyees and grew to over 160 employees within two years becoming the 7th largest d
eveloper in Builder Magazine winning extensive awards for product, customer serv
ice, design and sales.
a Prepared complex corporate formations and management for over fifty (50) separ
ate entities, which consist of residential and commercial projects.
a Developed and managed human resources department, policies and procedures and
reporting, hired and trained staff. Supervised all assigned staff on matters su
ch as: hiring, developing, evaluating and counseling/terminating as required.
a Managed all facets of corporate legal matters including production, contract p
reparation and management, negotiate vendor/supplier agreements, litigation mana
gement and bankruptcy structuring and reporting. Worked with tax, litigation an
d bankruptcy attorneys to prepare defenses and/or claims.
a Developed long-term and short-term strategic planning for risk management and
litigation objectives.
a Prepared departmental budgets for monthly board meetings and continually analy
zed corporate objectives.
a Extensive workings with venture capital and joint venture partners. Prepared
and negotiated all agreements and terms as well as created business plans for ea
ch venture.
a Prepared, negotiated and managed all corporate transactional matters for each
project entity including: sales contracts, subcontractor agreements, purchasing
and manufacturer agreements, operation agreements and marketing contracts.
a Researching, analyzing and advising CEO regarding legal implications of the or
ganizationas business initiatives, professional liability and risk management.
a Kept informed of new laws, regulations and trends affecting the organization a
nd assisted with training and education materials.

PowerSports, Inc. Delray Beach, FL 1999 - 2002

Director of Legal Affairs
PSI was a company that began with 4 dealerships and grew to over 16 within two y
ears from inception. The company owned and sold motorcycles, boats, jet skis, a
long with parts and service all throughout Florida.
a Prepared and managed all transactional corporate documents and formations for
over 16 dealerships.
a Assisted and negotiated a $40M equity raise with Prudential Insurance.
a Performed due diligence and risk assessments for pending and potential acquisi
tions.
a Managed outside litigation working with tax and litigation attorneys
a Hired, trained and managed staff of 60+ employees as well as implemented human
resources department, policies and procedures and consulting.
a Prepared departmental budgets for CEO and CFO review.
a Drafted and negotiated all contractual matters relating to mergers and/or acqu
isitions for new dealerships.
a Worked with all relevant OEMs in order to obtain dealership approvals and lice
nsing.
Commonwealth Network Corporation Ft. Lauderdale, FL 1995 - 1999
Manager of Legal Relations and Human Resource Manager
CNC was a company that reorganized and restructured airlines and was retained to
prepared business plans for various companies. It also owned and operated a sm
all airline.
a Drafted and prepared business plans for restructuring of airlines.
a Hired, trained and managed staff of approximately 40-90 employees based on nee
d.
a Worked with FAA and CAA to obtain required authorizations and approvals.
a Assisted in preparing IPO to raise over $10M in funding for airlines.

EDUCATION:
2010 - Sitting for California bar February of 2011, ability to qualify for Cali
fornia In-House Status
2002 - Received Bar Admittance from Florida Supreme Court
2001 - Nova Southeastern University Shepard Broad Law Center, Ft. Lauderdale, F
L (J.D. - with focus on transactional law, graduated with honors)
1997 - Palm Beach Atlantic College, West Palm Beach, FL (B.S. in Organizationa
l and Business Management, graduated with honors)
1992 - Keiser College, Ft. Lauderdale, FL (Certified Paralegal, graduated with
honors)

PROFESSIONAL/CIVIC AFFILIATIONS:
Member of the following: Florida Bar, American Bar Association (Corporate and R
eal Estate Sections); Palm Beach County Bar Association and Broward County Bar A
ssociation. Also on Board and perform pro bono work for StoneSoup School which
is an institution established for children at risk.