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Ellen R. Marshall

Ellen R. Marshall

Partner
Co-Chair; Financial Services and Banking
Corporate & Finance
Capital Markets
emarshall@manatt.com

  • Orange County
    Direct: 714.371.2508
    General: 714.371.2500
    Fax: 714.371.2550

Professional Experience

Ms. Marshall is co-chair of the firm’s Financial Services and Banking practice group. She specializes in business transactions, including capital markets, finance, mergers and acquisitions and securitization. She has practiced banking, corporate and finance law in Los Angeles and Orange County since 1975.

Ms. Marshall has represented savings institutions, banks and mortgage companies in capital raising activities and in mortgage-backed financings since the 1970’s. Recently her practice has focused on structured finance and corporate transactions for financial industry, technology and real estate companies, among others, including servicing and management of loan portfolios through the recent financial downturn. In the 1990’s, she advised participants in the then-emerging new business of subprime mortgage lending, and she became a recognized leader in advice to that industry. She handles securitization of unusual financial assets and has worked on bringing securitization techniques to new international markets. 

With the downturn in the secondary market for mortgages and other financial assets, Ms. Marshall has recently focused on the management and disposition of distressed assets, especially the servicing of commercial loans that are in CMBS transaction. She is working with the governmental initiatives to restart the secondary market, as well as advising financial institutions on capital markets and balance sheet management transactions.

Ms. Marshall also has extensive experience with pension fund investment, trust and ERISA compliance. She has extensive experience in public and private securities issuance, mergers and acquisitions and general business transactions.

Ms. Marshall is active in the Orange County community, serving as a Trustee of the Orange County Museum of Art since 1992 and a member of the Board of Counselors of Pacific Symphony since 2003.


Education

Harvard Law School, J.D., 1974.

Yale College, A.B., 1971.


Memberships & Activities

Admitted to practice in California, the District of Columbia, and New York.

Co-Chair, Orange County Bar Association, Financial Practice Section, 2001-2002.

Member, American Bar Association’s Business Section (Banking Committee), Tax Section (Employee Benefits Committee) and Real Estate, Property and Trust Section (Asset Securitization Committee).


Honors & Awards

The Best Lawyers in America, 2007-2012.


Publications

"The Mortgage Meltdown: A Tale of Representations, Warranties and Covenants and Unintended Consequences,” Business Law Update, Los Angeles Bar Publication, November 2007.

“Repurchase Demands on the Rise - But Why?” Mortgage Banking, May 2007.

“Executive Essay: Accounting Is King,” Mortgage Banking, February 2005.

“SEC Adopts New Regulation AB and Reporting Rules for Asset-Backed Securities,” January 5, 2005.

“La creación de los fideicomisos será atractivo para los inversores institucionales,” interview published in El Pais, Montevideo, Uruguay, December 23, 2002.

“Sarbanes-Oxley Act Certifications of Asset-Backed Securities Issuers,” article published on Morrison & Foerster website, October 3, 2002.

“New Distribution Rules Simplify Mandatory Distributions from Retirement Accounts,” article published on Morrison & Foerster website, January, 2001.

“Book Review: A Primer on Securitization,” The Review of Financial Studies, Vol. 12, Issue 3, Fall 1999.

Co-Author, “Argentina’s Securitization Statute,” Stanford Journal of Law, Business and Finance, 1996.

Co-Author, “Asset Securitization Laws - United States” Latin Finance September Supplement - Securities Laws and Asset Securitization Laws, 1995.


Speaking Engagements

Moderator, “Energizing Business - Reviving the Finance Sector,” Executive Briefing, University of California Irvine, September 2009.

Speaker, “Taking the Mystery out of CMBS Loans,” NAIOP Workshop, Santa Monica, CA, September 2009.

Speaker, “Workout of Loans Held in CMBS Trusts,” Commercial Real Estate Workout Strategies for Lenders and Servicers Symposium, Irvine, CA, June 2009.

Speaker, “Workout of Loans Held in CMBS Trusts,” Commercial Real Estate Workout Strategies for Lenders and Servicers Symposium, San Francisco, CA, June 2009.

Panelist, “Commercial Mortgage Backed Securities," IMN Alternative Investment Conference, Dana Point, CA, March 2009.

Panelist, “Scrutinizing The Bailout Plan: What Opportunities In Real Estate Investment Does It Offer?" IMN Winter Real Estate Forum, Laguna Beach, CA, February 2009.

Webinar, “Distressed Loans in Commercial Mortgage-Backed Securities,” Manatt, Phelps & Phillips, December 2008.

Speaker, “The Changing Business Environment in Japan,” Japan’s Back Symposium sponsored by Japan External Trade Organization, Los Angeles, CA, October 2004.

Speaker, “What's New in Securitization?” American Council of Life Insurers Financial and Investment Roundtable, New Orleans, LA, March 2004.

Speaker, “Trusts (Fideicomisos) in Corporate Finance,” Third Annual Bank Seminar of Banco Central del Uruguay, Montevideo, Uruguay, November 2002.

Speaker, “Savings Incentives of EGTRRA,” Western League of Savings Institutions, Long Beach, CA, August 2001.

Speaker, “Tax Deferred Retirement Plans for Small Companies,” Western League of Savings Institutions, Long Beach, CA, August 1999.

Speaker, “Consumer Communications and Y2K Risks for Financial Services Providers,” Western League of Savings Institutions, Newport Beach, CA, May 1999.

Speaker, “Leveraged ESOP as a Tool of Corporate Finance,” Seminar, Irvine, CA, April 1999.

Speaker, “Fiduciary Basics,” Mid-Sized Employee Benefit Plans Conference, Cambridge, MA, May 1998.

Speaker, “U.S.-Style Mortgage Conduits - Will They Work in Brazil?,” Real Estate Conferences of Institute for International Research in São Paulo and Rio de Janeiro, Brazil, July and November 1996.

Speaker, “Fideicomisos: Lessons from the U.S. Trust Experience,” Conference on Securitization of Institute for International Research, Buenos Aires, Argentina, March 1996.

Speaker, “Legal Issues in Securitization,” Conference sponsored by ADEBA (Argentina’s bank trade association), Buenos Aires, Argentina, February, 1996.