- Duke University School of Law, J.D., 1998, magna cum laude
Journal of Law and Contemporary Problems, Staff Editor, 1997-1998
- Miami University, B.S., 1995, summa cum laude
Bar & Court Admissions
- U.S. District Court for the Southern District of Ohio
- Admitted to practice law only in the states listed above.
Kim is a partner in the Vorys Cincinnati office and a member of the corporate practice group. Kim concentrates her practice on the representation of public and private companies, banking, securities, franchising and general corporate matters. She regularly represents companies in public and private securities offerings, mergers and acquisitions, contract negotiations, and franchising issues.
Additionally, Kim works closely with clients to ensure continued compliance with securities and banking laws and to develop best practices in the corporate governance and executive compensation areas.
Her career highlights include:
- Representing a private technology company in the sale of a majority of its interests to a private equity firm
- Representing First Defiance Financial Corp. in its $70.3 million acquisition of Commercial Bancshares
- Representing Camco Financial Corporation in its merger with Huntington Bancshares, Inc. for $97.0 million
- Representing a public Midwest regional financial services holding company in its private placement of $40.0 million with follow-on $5.0 million rights offering
- Representing a northern Ohio community bank in its acquisition for $40.4 million
- Representing an Ohio bank holding company in its Reg D offering
- Representing public and private company clients in connection with mergers, stock and asset acquisitions, franchising regulation, and executive compensation and governance issues
- Representing public company clients in initial public offerings, going private transactions, corporate disclosures, and Securities and Exchange Commission compliance and reporting
- Assisting financial services companies with complex financial regulations, trust preferred offerings and supervisory actions
- Assisting financial institutions in negotiating vendor contracts and complying with vendor management requirements
Kim has spoken publicly on the board’s role in mergers and acquisitions, cybersecurity and data breach response plans, vendor contract management, executive compensation, whistleblower and internal controls, NYSE amendments, TARP and the Capital Purchase Program, as well as the Gramm-Leach-Bliley Act and customer privacy.
Kim received her J.D. magna cum laude from the Duke University School of Law where she was a Staff Editor for the Journal of Law and Contemporary Problems. She received her B.S. summa cum laude from Miami University.
Professional and Community Activities
- ACG Cincinnati, Board of Directors, 2017-present; Secretary, 2018-present
- ACG M&A Roundtable Member, 2015-present
- ACG Cincinnati, Women’s Committee Chair, 2015-present
- Cincinnati USA Regional Chamber, WE Lead Class III, 2008-2009
- Cincinnati Ballet, Member, Board of Trustees, 2009-2011
Honors & Awards
- The Best Lawyers in America, Corporate Law, 2013-2020
- The Best Lawyers in America, Mergers and Acquisitions Law, 2020
- Ohio Super Lawyers Rising Stars, Securities and Corporate Finance, 2012-2013
- Lead Cincinnati Women of Influence, Class of 2013
- Cincinnati Business Courier Forty Under 40, August 2008
- One Hundred Wise Women, 2008-2009
- 8/15/2018One hundred and thirteen lawyers from Vorys, Sater, Seymour and Pease LLP were recently selected by their peers for inclusion in The Best Lawyers in America® 2019.
- 8/11/2014Vorys recently advised Insight Bank on its sale to First Financial Bancorp, the parent holding company of First Financial Bank, National Association.
- 5/29/2014Vorys, Sater, Seymour and Pease LLP recently advised Home Federal Bancorp, Inc., the parent company of Home Federal Bank in Nampa, Idaho, on its sale to Cascade Bancorp. The merger was completed on May 16, 2014.
- 4/16/2014Vorys ranked seventh nationally in the number of bank merger and acquisition transactions completed in FY2013, based on a report released by SNL Financial. Vorys was the only Ohio-based firm in the top 30 on this list.
- 12/7/2012Vorys Mentioned in American Banker Story Entitled “DCB in Ohio Completes $13.2 Million Capital Raise”Vorys was mentioned in an American Banker story about Delaware County Bank’s (DCB) completed capital raise. According to the story, the bank’s parent, DCB Financial, completed a sale of common stock to existing shareholders and local investors that netted $13.2 million in funds.
- 11/29/2012Kimberly Schaefer, a partner in the Vorys Cincinnati office, was featured in a Bank Director article about the changes included in the Jumpstart our Business Startups (JOBS) Act that made it easier for banks to remain private.
- 9/4/2014Vorys attorneys Jeff Smith and Kim Schaefer presented at the OBL/ILFI Joint Convention on September 4, 2014.
- 4/23/2020On April 17, the Federal Reserve Board announced an interim final rule that temporarily relaxes lending restrictions on member banks who make Paycheck Protection Program (PPP) loans to businesses owned by certain bank insiders.
- 4/2/2020On March 31, 2020, the SBA and the Treasury Department released initial guidance on the Paycheck Protection Program (PPP), providing further key details regarding how the SBA plans to administer the loan program.
- 3/25/2020With the vast uncertainty generated by the COVID-19 pandemic, one of the immediate challenges that Ohio’s financial institutions must confront, especially at this time of year, involves how to handle their annual shareholder or member meetings.
- Summer 2019One of the “issues du jure” for the bank and thrift industry involves the benefit, or possibly lack thereof, of having a holding company.
- 11/21/2016Client Alert: Banks and Thrifts: Please do NOT Ignore the Latest Wave of Website Inaccessibility Demand LettersSeveral law firms nationally are in the process of issuing demand letters to banks, thrifts and various other businesses alleging website access barriers. The most recent wave of demand letters specifically target the banking industry. The letters demand changes to banks’ web pages and payment of substantial legal fees based on alleged violations of the Americans with Disabilities Act (the ADA).
- Spring 2016As the longest awaited sequel in years, financial regulators have finally revealed their revised interagency proposal to restrict incentive-based compensation arrangements for executives at financial institutions. In 2010, the Dodd-Frank Act obligated six agencies, including the Federal Deposit Insurance Corporation, the Federal Reserve Board, the Officer of the Comptroller of the Currency, the Securities and Exchange Commission, the National Credit Union Administration and the Federal Housing Finance Agency, to establish rules prohibiting incentive-based compensation arrangements that would encourage inappropriate risk-taking.
- Winter 2016It’s all over the news and it’s top of mind with bank regulators: “Cybersecurity.” What happened with Target, Home Depot and Wyndham hasn’t helped. The last several years have been fraught with news story after news story about those crafty hackers who find vulnerabilities in a company’s system and steal private information or even redirect funds. And despite all of our technological advancements, the escalation in successful hacking attempts has no end in sight. Call them hackers, fraudsters or good old-fashioned crooks, from computer-savvy teenagers to state-sponsored groups, they are not going away. And, unfortunately, they seem at times to be two steps ahead of the latest security software and security vendors that are offering you and your financial institution protection.
- 10/26/2015With cybersecurity as THE hot button issue in bank and thrift risk management right now, and of course to help the industry celebrate “National Cybersecurity Awareness Month” (who knew?), bankers and their boards should take advantage of the FDIC informational teleconference on cybersecurity issues being held on October 28, 2015.
- Spring 2015As 2015 gets under way, bank compensation committees are tasked with setting the bank’s executive compensation strategy for the year and effectively communicating that compensation structure to shareholders. Compensation committees need to strike a balance between a compensation program that attracts and retains employees and encourages those employees to take appropriate business risks while advancing the bank’s growth strategies and discouraging inappropriate risks.
- Spring 2015Maybe at one time your company was reporting to the Securities and Exchange Commission (SEC) and your company’s stock was listed on The NASDAQ Stock Market (NASDAQ). You were relieved when the Jumpstart Our Business Startups Act allowed you to terminate your SEC registration, even though it meant that your stock could no longer be listed on NASDAQ.
- Spring 2015During the past three years, a significant number of community banks and their holding companies (collectively, banks) throughout the United States elected to “go dark” by taking advantage of a provision in The Jumpstart Our Business Startups Act (JOBS Act). These banks were able to suspend their reporting obligations under Section 12(g) of the Securities Exchange Act of 1934 (Exchange Act) and deregister with the Securities and Exchange Commission (SEC) because they had fewer than 1,200 shareholders of record.
- 3/23/2015Enhanced Opportunities for Community Banks: The Federal Reserve’s Proposal to Raise the Threshold for Qualifying as a “Small” Holding Company from $500 million to $1 billion in Consolidated AssetsIn December 2014, Congress modified portions of Dodd-Frank to provide additional opportunities to reduce the regulatory burden on community banks. In response to this legislation, on January 29, 2015 the Federal Reserve Board (FRB) requested comment on several related proposals (and an interim rule) focused primarily on increasing the number of holding companies eligible for the reduced reporting and other requirements under the “small” holding company exclusion.
- Winter 2014Following an extended dry spell for de novo bank applications, in what could be interpreted as a gesture to “kick-start” de novo conversations, the FDIC issued in November a somewhat “out of the blue” financial institutions letter (FIL-56-2014) containing a series of Q&As relating to procedural issues surrounding applications for deposit insurance.
- 1/21/2013On January 10, 2013, the Consumer Financial Protection Bureau (CFPB) issued a number of mortgage-related rules, including its long-awaited qualified mortgage (QM) rules in an 804-page set of complex guidelines for residential real estate lending mandated by the Dodd-Frank Act. The rules take effect in January 2014.