Matthew Clark, Consulting Attorney

Matthew Clark is a versatile international businessman and attorney with a proven record of helping build and protect enterprise value.  As a former senior executive and lead lawyer for several respected multinational consumer, industrial and tech companies, and an advisor to smaller and start-up companies (including his own), Mr. Clark blends innovative and creative guidance with pragmatic problem-solving, hands-on transactional and dispute management skills. Mr. Clark has extensive experience in Board/investor relations, mergers & acquisitions, e-commerce, financial restructuring, litigation & mediation, intellectual property, regulatory compliance and real estate. Mr. Clark has 30+ years of global experience in 20+ countries.

Highlights

Mergers & Acquisitions

Deep experience structuring, drafting, negotiating implementing and enforcing U.S. and foreign company purchases and sales, joint ventures, minority investments.

• Lead GE lawyer for divestiture sales of GE Motors, GE Supply, GE Switchgear, GE Instruments, the acquisition of Microwave Data Systems and equity stake in dot.coms including ImproveNet and BuildNet. Created JV's with global insurers Zurich and Alliance.
• Helped handle successful auction sale of Amana to Goodman Company; set up and helped handle many other global alliances (China and Europe). 
• Oversaw four global Masonite acquisitions of adjacent U.S. door companies in Canada, India and Israel. Created, helped manage hi-tech laser etching joint venture.

Litigation & Dispute Management

Trained as trial lawyer at leading national law firm.  Expert in litigating, settling, arbitrating and mediating high risk and complex disputes to successful conclusion. Adept at dispute avoidance and pre-emption systems, protocols and strategies.

• Helped GE successfully resolve $80M insurance coverage dispute with Lloyds. 
• For Amana, tried and won widely-reported Cooper distributor termination case. Settled serious mass tort class action and resolved major IP lawsuit with GE (speed cooking) using alternative dispute resolution. Handled 100+ Amana product tort cases, including wrongful death cases through trial. 
• At Hitachi,  litigated $100M high risk international transfer pricing/domestic tax to zero liability. Settled a major national distributor termination case.
• At Paul Hastings law firm, senior associate on Coordinated Asbestos Insurance Litigation (then-largest bad faith verdict in California history).
• At TRW, helped pioneer Alternative Dispute Resolution in conjunction with litigation docket for $3B business unit.  First adopter of Judicial Arbitration & Mediation Services (JAMS)
  

Transactions

Hands on-experience drafting and negotiating virtually every type of commercial contract, basic and complex, including contracts for sales & distribution, sourcing & supply, R&D, confidentiality, licenses of all kinds, service contracts as buyer and seller, employee and contractor.

• Set up digital contracting systems for Masonite and GE supply chain and sales.

Board Matters and Corporate Governance

• For Masonite, coordinated Board and Committees, assisted with Wall Street investor communications and managed legal affairs for 20 global subsidiaries including as Board Director for large South Africa and Israel subsidiaries. 
• GE compliance leader monitoring 200+ global subsidiaries & affiliates

Regulatory Compliance

Hands on experience drafting company manuals and providing domestic and overseas employee training and education in full range of subjects (antitrust, non-discrimination, etc.) including creating innovative video series and online control system.

• Set up Masonite global corporate and regulatory compliance regime based on public company model. 
• Created GE online SOX Compliance Training Program & Risk Tollgate Process.
• For Amana, handled complex anti-dumping and Consumer Product Safety matters.
• For Hitachi, set up fully compliant global transfer pricing program.
• At TRW, handled sensitive Fraud, Waste and Abuse investigations and lawsuits.
  

Human Resources

Expert in executive and employee compensation, HR restructuring and downsizing, acquisition integration, employee disputes and suits of all kinds.

E-Commerce and IT

Extensive experience in digital and e-commerce matters. 

• Co-founder of three digital start-ups in social media, gaming and music spaces.
• At Masonite, handled multi-million dollar launch of cutting edge interactive website.
• Served as GE Consumer e-Commerce leader handling IP and compliance for 85M consumer database.

2012-Present

CONSULTANT & ENTREPRENEUR, LOUISVILLE, KY AND SOUTH FLORIDA

Consultant and Owner, Of Counsel Services and Digital Media Start-ups.

2007-12

MASONITE INTERNATIONAL, INC., TAMPA, FL

Senior Vice-President, General Counsel and Secretary. Chief legal officer for world’s largest door company ($2-3B annual sales), formerly owned by KKR, now NYSE. Chaired Masonite Risk Committee. Co-supervised Internal Audit function.

1998-2007

GENERAL ELECTRIC COMPANY, LOUISVILLE, KY

Senior Counsel, Transactions and Assigned Business Unit Counsel. M&A legal leader for GE Consumer & Industrial ($20B business unit.)  Member, GE Global M&A Council. Member, GE’s Global E-Commerce/Privacy Council.  At different times, lawyer responsible for Business Development, Warranty Management & Service, Home Water Products, LED Lighting, Power & Motor Products. 

1995-98

AMANA REFRIGERATION (RAYTHEON APPLIANCES), AMANA, IA

Vice President, General Counsel and Secretary. Chief legal officer/corporate secretary for major residential/commercial appliance companies Amana Refrigeration and SpeedQueen Inc. owned by Raytheon ($2.5B annual revenue).  Staff of 25 persons including Environmental Unit.

1988-95

HITACHI HOME ELECTRONICS (AMERICA), ATLANTA, GA AND LOS ANGELES, CA

Vice-President and General Counsel. Chief legal officer for U.S. subsidiary of leading electronics company. (Annual revenue-$800MM). As Vice-President of Administration and Corporate Counsel, managed all administrative and legal functions with 35 person staff.

1982-88

TRW, INC., REDONDO BEACH, CA

Corporate Counsel . Managed litigation for TRW Electronics & Defense Sector ($3B annual sales). Handled general legal and transactional matters for TRW Electronic Components Group.

1979-82

PAUL HASTINGS, JANOFSKY & WALKER, LOS ANGELES, CA

Associate Attorney, Litigation and Corporate Groups. 

J.D., New York University School of Law, 1979

Upper quartile of class.

Masters of Business Administration (Finance), NYU Graduate Business School, 1980

Top 15% of class with 4.0 in major. Beta Gamma Sigma Honor Society.

B.A. (Political Science), University of California at Los Angeles, 1974

Graduated with Honors. Member of UCLA Debate Team with numerous national awards and honors.

Professional Memberships

California State Bar (CA Bar No. 92555); U.S. Tax Court.

Past Board Memberships

U.S. Window & Door Manufacturers Assn; Masonite Africa Ltd., publicly traded on Johannesburg, South Africa stock exchange; Masonite Israel.  Various 501(c)(3) companies.

Honors and Awards

Invited Civilian Participant, U.S. Army War College Strategic Leadership Development Program, Carlisle, PA (2009); Masonite: U.S. Corporate Turnaround of the Year Award, Atlas Network (2009): At General Electric, a dozen individual and team awards including four GE CEO Awards.

Post Graduate Education

General Electric, Certified Six Sigma Greenbelt, Graduate of GE e-University.  Karrass Negotiation Course Graduate. Graduate, U.S. Government Contracting Program.  Gemological Institute of America (GIA), Diamond & Colored Stone Appraising.