Gerald A. Sumida

Gerald A. Sumida is a partner in Carlsmith Ball LLP's Honolulu office and Chair of the firm's Corporate & Business Practice Group. He concentrates on business structuring and operations, including corporate, limited liability company, joint venture and partnership matters; business acquisitions; sales and mergers; securities law; start-up company and venture capital financing; administrative and public utilities law; energy law, including energy project development and project finance; antitrust and trade regulation law; intellectual property law; federal, state and county legislative and administrative matters; and international legal matters.

Mr. Sumida rejoined Carlsmith Ball LLP after serving from October 1999 to December 2002 as the General Counsel of the Asian Development Bank, a multilateral development bank established in 1966 to promote the economic and social development of the Asian and Pacific Region (ADB). ADB, based in Manila, Philippines, currently has 62 member countries, and provides development assistance to over 40 countries in this region. He led a group of 28 international lawyers, drawn from 25 countries, who handle ADB's international legal, financing, lending, borrowing, investment and development work, as well as ADB's institutional matters, and undertake their own law and policy reform projects in various countries, and he advised ADB's senior management and board of directors.

Mr. Sumida is listed in Chambers USA: America's Leading Lawyers for Business 2018 for Corporate/Commercial law (Band 1) and was named Lawyer of the Year—Energy Law—Hawai‘i by The Best Lawyers in America 2018. He is also listed in Best Lawyers for Business Organizations (including LLCs and Partnerships), Corporate Governance Law, and Securities / Capital Markets Law, and has been listed for these areas since 2010. In 2009, he was elected to the position of Secretary-General of the Inter-Pacific Bar Association, an international association of more than 1,600 business and commercial lawyers focused on legal developments and regional legal cooperation in the Asia-Pacific Region.

Representative Matters

Business Structuring & Operations Represented clients in forming ownership and operational structures to undertake specific business activities in commercial, real estate and other development. Assisted clients with matters in renewable energy and clean technology, agricultural, technology and other areas. Represented clients in structuring, forming and advising nonprofit organizations; in establishing the legislative and organizational basis for a public corporation to administer the East-West Center, a national educational institution. Represented start-up firms, including structuring and negotiating seed and venture capital financing arrangements.

Energy, Clean Technology and Project Development Represented firms in developing energy, including renewable energy projects and facilities that sell power to electric utilities, including structuring organizational arrangements, negotiating power purchase arrangements, completing site acquisition, undertaking permitting and land use matters, negotiating financing, including project finance arrangements, engaging in public utilities commission proceedings relating to energy projects. Clients include Kalaeloa Partners (cogeneration), Puna Geothermal Venture (geothermal), First Wind (wind), Sea Solar International (OTEC), Oceanlinx (wave energy), and other solar photovoltaic, energy service, waste-to-energy and clean technology firms.

Acquisitions and Sales Represented clients in stock and asset sales and purchases and in mergers, including structuring the transaction, negotiating the transaction and preparing required documentation, structuring and negotiating financing arrangements, preparing and coordinating filing of all required federal and state notifications, and handling various post-closing matters.

Securities Represented corporations and limited partnerships in undertaking primarily private offerings of securities under SEC Regulation D, including structuring the securities offering, preparing all required offering memoranda and related documents, preparing and filing state and federal applications and notifications, and conducting post-offering work. Represented a health care organization in conducting a State of Hawai‘i public registration of corporate securities and various limited partnerships in private placements of securities, including Hawai‘i's first research and development limited partnership offering.

Antitrust and Trade Regulation Counseled primarily corporations in federal and state antitrust and trade regulation matters. Included counseling regarding proposed stock and asset acquisitions, corporate mergers and joint ventures, conducting antitrust compliance programs, and assisting in federal and state antitrust litigation. Represented a Hawai‘i firm in a nationwide class action litigation involving almost all U.S. cement and ready mix companies. The litigation was ultimately successfully settled in the defendants' favor.

State and Hawai‘i Agencies Represented the State in energy-related matters, including preparing preliminary and subsequent comprehensive analyses on the legal, financial and institutional aspects of developing a 150-mile undersea electric transmission cable to deliver power from the island of Hawai‘i to Oahu. Represented various State agencies and quasi-public corporations on venture capital financing and high technology matters.

Intellectual Property Represented clients in state, federal and foreign intellectual property matters. His experience includes advising on U.S. and foreign copyright trademark, service mark registrations, preparing applications for and obtaining U.S. copyright and trademark and service registrations, preparing documentation for international licensing arrangements for U.S. trademarks, and assisting in trademark and copyright infringement litigation.

Prior Work Experi