Jonathan G. Strauss

Jonathan Strauss is a partner in Morris James’ Business Transactions, Strategic Planning and Counseling Practice, a group that has been involved in over $100 Billion in financings for a wide range of clients.

Jonathan counsels clients on the formation, use and governance of limited liability companies, statutory and common law trusts, partnerships, and corporations in a variety of transactions including in complex financing transactions.  He also provides third-party legal opinions regarding Delaware law related to those entities. He acts as Delaware counsel to local and national financial institutions, trustees, and other parties, and advises and guides them in a range of domestic and international transactions, including asset-backed securitization, structured finance, project finance, equipment finance, traditional leveraged lease, trust preferred, and cross-border transactions.

Jonathan has been a faculty member for several seminars and continuing legal education courses, including Advantageous Uses of LLC’s (National Business Institute, November 2015), Ethics in Transactional Practice (Rubenstein-Walsh Seminar on Ethics and Professionalism, Delaware State Bar Association, February 2016), and Indemnification: An Overview (Delaware State Bar Association, January 2011).

Jonathan is a member of the American Bar Association’s Business Law Section, as well as a member of the Delaware State Bar Association’s Corporation Law Section, Corporate Counsel Section and Commercial Law Section.  He served as an associate member of the Delaware Board of Bar Examiners, and is the past secretary of the Corporate Counsel Section of the Delaware State Bar Association. 

Experience

• Leveraged leases
• Asset securitization
• Structured finance transactions and business ventures
• Limited liability companies, trust, corporate and partnership formation and governance
• Statutory and common law trusts
• Represented trustee, corporations and other Delaware entities in complex financing transactions including asset backed financings, leveraged leases
• Represented trusts, corporations and other Delaware entities in joint ventures, special purpose acquisition companies (SPACS)

Professional Background

MBNA America, N.A., now Bank of America, 5 years in several operational and managerial roles

Professional Affiliations

Delaware State Bar Association

• Corporation Law, Corporate Counsel
• Commercial Law Section

American Bar Association, Business Law Section
New Jersey Bar Association
Pennsylvania Bar Association
The Office of the Child Advocate, Delaware, Guardian ad litem on behalf of abused and neglected children

• Delaware counsel to a trustee in an indenture amendment and redemption of debt securities regarding a trust preferred issuance
• Delaware counsel to a national trustee acting as collateral agent, custodian and trustee in an equipment refinancing transaction
• Providing Delaware opinions in a real estate transaction using Delaware entities as bankruptcy remote SPVs
• Delaware counsel to a national trustee for the purchase of commercial aircraft, including the issuance of Delaware legal opinions
• Providing Delaware corporate governance advice to national manufacturer regarding its bylaw and charter documents
• Providing advice regarding the winding up and dissolution of a Delaware LLC

Latest Blog Posts

Delaware Business Litigation Report

• Chancery Addresses Authority of Executives to Remove Managers of Affiliate Entities
• Court of Chancery Denies Rule 5.1 Request to Maintain Confidential Treatment for Allegedly Defamatory Statements
• Chancery Addresses Fiduciary Duty Claims Related To Financial Statements Created For Merger
• Chancery Enters Judgment for Seller On Post-Closing Milestone Payment Claim Because Buyer Failed to Establish Occurrence of Condition Subsequent
• Chancery Reaffirms Narrowed Application of Gentile
• Chancery Applies Contractual Shortening of Limitations Period for Breaches of Representations, Finds it Inapt to Fraud Claims and Enforces Clear Anti-Reliance Clause
• Chancery Confirms that, Without More, Threat of Proxy Contest from Activist Investor is Insufficient to Render Director Defendants Conflicted in Sale Transaction
• CCLD Finds Insurer’s Advancement Obligation Triggered Prior to Final Non-Appealable Damages Judgment
• View More

Community

St. Thomas More Society

Honors

Best Lawyers, 2022

Delaware Today Top Lawyers, 2019 - Present, Business-Commercial Law

Delaware Volunteer Legal Services Pro Bono Honor Roll, 2009

Comparative and International Law Institute (a specialized program of study)