FacultyFaculty/Author Profile
James J. Hanks, Jr.

James J. Hanks, Jr.

Venable LLP

Baltimore, MD, USA


JAMES J. HANKS, JR. is a partner with the 800-lawyer firm of Venable LLP, with offices in Baltimore, Los Angeles, New York, San Francisco and Washington, and Distinguished Visiting Professor from Practice at the University of Maryland School of Law.  For many years, Jim was a Visiting Senior Lecturer of Management at Cornell Business School, an Adjunct Professor of Law at Cornell Law School and a Senior Lecturer at Northwestern Law School.  Jim received his A.B., from Princeton University; his LL.B. from the University of Maryland Law School, where he was an editor of the Maryland Law Review; and his LL.M. from Harvard Law School.  For a year after receiving his LL.B., he was law clerk to Judge Charles Fahy of the United States Court of Appeals for the District of Columbia Circuit.

 Approximately 80% of all publicly traded REITs are formed under Maryland law.  Jim and his colleagues advise approximately 60% of this group, as well as privately-held REITs and other entities, on Maryland law in connection with REIT formations, equity and debt offerings, mergers and acquisitions, takeover defenses, stockholder litigation and corporate governance matters.  Jim has advised buyers or sellers in more than 250 mergers or acquisitions, many valued at more than one billion dollars.  He has also represented parties in cross-border mergers and acquisitions, joint ventures and other transactions.  Jim regularly serves as independent counsel to boards of directors and board committees of REITs and other major U.S. corporations and as an expert witness in connection with significant transactions, stockholder litigation, conflicts of interest and corporate governance issues.  Jim also advises governments on revision of their corporate and securities laws.

Jim is the author of the definitive 800-page treatise Maryland Corporation Law (published in 1990 and supplemented annually) and the co-author (with former Stanford Law School Dean Bayless Manning) of the fourth edition of Legal Capital (published in 2013).  He is also the author of several law review articles and a frequent speaker on corporation law and governance.  Jim has been actively involved in the revision of the Maryland General Corporation Law and the Model Business Corporation Act, which has been adopted substantially in its entirety by approximately 30 American states.

Jim is thrilled to be married to Sabine Senoner, of Kitzbühel, Austria, and they have an utterly charming daughter, Maria Dorothy, age fourteen, who will talk your head off in German or English.

James J. Hanks, Jr. is associated with the following items:
CHB Chapters  CHB Chapters Maryland Legislature Approves Changes to Maryland General Corporation Law and Maryland REIT Law (May 25, 2017) - Real Estate M&A and REIT Transactions 2018, Monday, January 22, 2018
Proxy Statements under Maryland Law—2017 (January 30, 2017) - Real Estate M&A and REIT Transactions 2018, Monday, January 22, 2018
Update on Power to Amend Bylaws: More Companies Waiting and Seeing (March 27, 2017) - Real Estate M&A and REIT Transactions 2018, Monday, January 22, 2018
Shareholder Amendment of Bylaws Chart: Maryland Companies That Have Allowed Shareholder Direct Amendment of the Bylaws Since ISS Policy Change (November 1, 2018) - Real Estate M&A and REIT Transactions 2019, Tuesday, January 08, 2019
Jim Hanks, Michael Sheehan and Rachel Jones, Venable LLP, ISS Releases 2019 Policy Survey: Shareholder Direct Amendment of Bylaws (August 1, 2018) - Real Estate M&A and REIT Transactions 2019, Tuesday, January 08, 2019
Jim Hanks, Hirsh Ament and Rachel Jones, Venable LLP, ISS Sticks with Its Position on Shareholder Amendment of Bylaws in New FAQ (April 12, 2018) - Real Estate M&A and REIT Transactions 2019, Tuesday, January 08, 2019
Getting Nothing for Something - Real Estate M&A and REIT Transactions 2019, Tuesday, January 08, 2019
Jim Hanks, Mike Schiffer and Dan Mendelson, Venable LLP, Virtual Annual Meetings in Maryland (May 15, 2018) - Real Estate M&A and REIT Transactions 2019, Tuesday, January 08, 2019
Jim Hanks and Hirsh Ament, Venable LLP, Opting Out of “MUTA” Is Still a Bad Idea (June 29, 2016) - Real Estate M&A and REIT Transactions 2019, Tuesday, January 08, 2019
Web Segment  Web Segment REIT Governance and Activism - Real Estate M&A and REIT Transactions 2019, Thursday, January 10, 2019
MP3 Audio  MP3 Audio REIT Governance and Activism - REIT Governance and Activism, Thursday, January 10, 2019
Transcripts  Transcripts REIT Governance and Activism - REIT Governance and Activism, Thursday, January 10, 2019
MP4 - Mobile Video Seg  MP4 - Mobile Video Seg REIT Governance and Activism - REIT Governance and Activism, Thursday, January 10, 2019
On-Demand Web Programs  On-Demand Web Programs Real Estate M&A and REIT Transactions 2019, Tuesday, January 15, 2019, New York, NY
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