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Vicki R. Harding

Vicki R. Harding is a partner in the Detroit office of Pepper Hamilton LLP. Ms. Harding handles commercial transactions with an emphasis on real estate and bankruptcy issues. She also is a member of the firm’s Sustainability, CleanTech and Climate Change Team.

Ms. Harding represents clients in a broad range of matters involving real estate, including real estate acquisitions and dispositions, financings and workouts, leasing and zoning. She is one of a small number of attorneys who is a LEED® AP ID+C (accredited professional in the U.S. Green Building Council rating system applicable to tenant improvements). She has worked closely with members of the firm’s environmental group in resolving special issues raised by the purchase and sale of industrial and other environmentally sensitive property and has significant experience with real estate transactions handled through bankruptcy proceedings.

Representative real estate transactions handled by Ms. Harding include:
  • representing a national automotive supplier in leasing and subleasing warehouse and office space in a number of jurisdictions and in selling excess manufacturing facilities
  • structuring and documenting the sale of an industrial facility that permitted the seller to control resolution of certain issues under the Resource Conservation and Recovery Act (RCRA) and other environmental statutes
  • handling evaluation, negotiation and documentation of real estate issues in connection with acquisition of various manufacturing facilities by an automotive supplier, including issues relating to environmental liabilities, outstanding property tax incentives, industrial park and site condominium provisions, bankruptcy sale matters, and resolution of title matters
  • structuring and negotiating the sale of a portion of a downtown Detroit project through use of a site condominium and various levels of ownership interests in the form of leases and a land contract (permitting the seller to avoid a current deemed sale for tax purposes and to retain favorable municipal bond financing, while allowing the buyer to control its portion of the project and characterize the transaction as a synthetic lease to meet its financial and tax objectives)
  • developing and implementing a strategy to accomplish a Section 1031 tax-deferred exchange in the context of a bankruptcy, where the owner conveyed a property to its lender as the sale portion of the exchange (allowing the owner to defer recognition of significant gains on the initial property and to avoid substantial property transfer taxes in connection with the acquired property)
  • representing lenders in resolving troubled loans, including deed-in-lieu transactions, foreclosures and debt restructurings
  • representing buyers, lenders and debtors in the sale of real estate out of a bankruptcy.
Ms. Harding is on the board of governors of the American College of Real Estate Lawyers. She has been listed in Who's Who Legal: USA - Real Estate and in The Best Lawyers in America in both Real Estate Law and Bankruptcy and Creditor-Debtor Rights Law, and has been selected for inclusion on the Michigan Super Lawyers lists.

She also is a member of the Real Property, Trust and Estate Law Section (RPTE) of the American Bar Association (ABA). Ms. Harding is co-vice-chair of the Emerging Issues and Specialty Leases Committee, and participated in the ABA RPTE leasing group’s Green Lease Task Force.

She is a former chairperson of the Real Property Law Section of the State Bar of Michigan, and has remained active in the Section’s activities, including representing the Section as an amicus before the Michigan Supreme Court, developing positions on pending legislation that affects real property law, and facilitating activities of the Section’s Special Committees.

Ms. Harding is a member of the board of directors and a former chairperson of Michigan Community Resources, an organization that provides pro bono legal services to nonprofit organizations with a focus on affordable housing and community economic development in low income communities, and has participated in various pro bono matters, including the Community Land Trust and Affordability Preservation Projects.

Ms. Harding has published and spoken on a variety of topics. They include:

Courses/Presentations

  • “Energy Efficiency Mandates: Let the Dance of the Landlord and Tenant Commence,” Future Trends in Leasing: Glimpses into the Crystal Ball, 23rd Annual Spring Symposia (May 2012), American Bar Association (ABA) Section of Real Property, Trust and Estate Law
  • “CMBS Market,” Unexpected Recourse Liability in a Non-recourse World, “Groundbreaker” Breakfast Roundtables (April 2012), Real Property Law Section of the State Bar of Michigan
  • “What Bankruptcy Lawyers Need to Know About Structuring & Negotiating Real Property Sale Agreements” (July 2011), sponsored by ExecSense Webinars
  • “Commercial Landlord Bankruptcy: Plan Ahead (If You Can)” (April 2011), sponsored by Lorman Education Services
  • “International Green Construction Code: Making ‘Green’ the Law” (February 2011), sponsored by Lorman Education Services
  • “Turning Your Leases Green – Tips from the Garden,” 21st Annual Spring Symposia (May 2010), ABA Section of Real Property, Trust and Estate Law
  • “Permitting and Zoning for Small Wind” (April 2010), Michigan Wind Energy Conference
  • “The Green Leasing Revolution,” 2010 Real Estate Law and Business Forum (April 2010), USC Gould School of Law
  • "Wind Farms," Being an Agent of Change, Winter 2010 Conference, Real Property Law Section of the State Bar of Michigan
  • “It’s Not Easy Being Green: Green Leasing for Owners and Tenants of Commercial Buildings,” 2009 Annual Meeting, American College of Real Estate Lawyers
  • “Negotiating Green Leases,” Climate Change, Business and the Law: What Business Lawyers Need to Know (April 2009), co-sponsored by the Ad Hoc Committee on Climate Change and Sustainability of the Business Law Section and the Environmental Law Section of the State of Michigan
  • “Taking the LEED on Green Leasing: What You and Your Clients Need to Know” (March 2009), co-sponsored by the ABA Section of Real Property, Trust and Estate Law and the ABA Center for Continuing Legal Education
  • “Model Green Lease” workshop panel member (November 2008), Greenbuild 2008, U.S. Green Building Council
  • “Foreclosure and Repossession in Michigan: Bankruptcy,” (October 2008) sponsored by Lorman Education Services
  • “Anatomy of a Commercial Loan Workout,” (April 2008) co-sponsored by the ABA Section of Real Property, Trust and Estate Law and the ABA Center for Continuing Legal Education
  • “The Stalking Horse Whisperer: What Every Business Lawyer Needs to Know about Acquiring Distressed Companies Under 363 Sales” panel member (April 2008), 2008 Spring Meeting, ABA Section of Business Law, Business Bankruptcy Committee, Chapter 11 Subcommittee
  • “Securitized Loan Origination: The Non-consolidation Opinion,” Dealing with Drop Downs, Drop Ups, Defeasance, and Other Complex Transactional Real Estate Issues (March 2008), co-sponsored by the Institute for Continuing Legal Education (ICLE) and the Real Property Law Section of the State Bar of Michigan
  • “The Changing World of Equity and Debt: What Every Dirt Lawyer Needs to Know,” 2008 Spring Meeting, American College of Real Estate Lawyers
  • “Title Examination in Bankruptcy Sales” (March 2008), sponsored by Lorman Education Services
  • “Current Developments in Buying Real Estate Out of Bankruptcy: Sales “Free And Clear” And Other Provisions,” 2007 Annual Meeting, American College of Real Estate Lawyers
  • “Buying Real Estate Out of Bankruptcy,” Bankruptcy Sale and Lease Issues—Mastering the Maze (November 2006), co-sponsored by ICLE and the Real Property Law Section of the State Bar of Michigan
  • “Using a Chapter 11 Bankruptcy as a Work Out Device: Understanding the Basics,” 2006 Mid-Year Meeting, American College of Real Estate Lawyers
  • “TIC’s: The Investment Conundrum,” Workshop Session, 2005 Annual Meeting, American College of Real Estate Lawyers
  • “So You Thought Your Firm’s LLP Structure Protected You: LLP Issues in Light of Enron’s Fallout,” Fall 2002 Meeting, Partnerships and Limited Liability Entities in Bankruptcy Subcommittee, Business Bankruptcy Committee, ABA Business Law Section
  • “Drafting Purchase Agreements: Additional Considerations in Buying Assets Out of Bankruptcy,” Summer 2002 Conference, Real Property Law Section of the State Bar of Michigan
  • “Bankruptcy Issues in Michigan Mortgage and Land Contract Foreclosures,” Michigan Mortgage and Land Contract Foreclosures (April 2001), co-sponsored by ICLE and the Real Property Law Section of the State Bar of Michigan.
Articles
  • “Wind Farm Leases: Some Basics,” Michigan Real Property Review, p. 168 (Winter 2008)
  • “U.S. Green Building Council Climate Initiative: Energy Efficiency Credits Now Required for LEED Certification,” The Real Estate Finance Journal, p. 43 (Volume 23, Number 2, Fall 2007)
  • “Going Green: LEED Certification for Retail Projects,” NJPA Real Estate Journal (September 28, 2007)
  • “Series LLCs: A Wave of the Future – Or Not?,” Michigan Business Law Journal, p. 19 (Volume XVII, Spring 2007)
  • “National Flood Insurance Program: The Basics,” Real Estate Finance, p. 28 (Volume 23, Number 4, December 2006)
  • Co-author, “Bankruptcy Reform and Commercial Leases,” Pepper Hamilton LLP Real Estate Update (July 2005)
  • Co-author, “Proposed Final 'All Appropriate Inquiry' Rule Carries Surprises,” Pepper Hamilton LLP Real Estate Update (November 2004).

Ms. Harding also is co-author of the book, Michigan Limited Liability Company Forms and Practice Manual 2d ed. 1999 and the author of Bankruptcy-RealEstate-Insights.com, a blog that explains the mysteries of bankruptcy law to real estate and acquisition lawyers.

From 1977 through 1983, she was an attorney at the Nuclear Regulatory Commission in Washington, D.C.



Education
B.A. 1974, summa cum laude, University of Texas at Austin
J.D. 1977, cum laude, Harvard Law School


Bar Admissions
Admitted to practice in Michigan, the District of Columbia and Texas

Vicki R. Harding
Partner
Phone: 248.359.7324
Fax: 248.359.7700
hardingv@pepperlaw.com
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Office(s)
Detroit

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Practice Area(s)
Affordable Housing and Community Development
Community Reinvestment Act

Corporate Restructuring and Bankruptcy
Energy Industry Group

Intellectual Property
International

Mergers, Acquisitions and Joint Ventures
Nonprofit Organizations and Foundations

Real Estate
Small Business Investment Company (SBIC) Practice

Sustainability, CleanTech and Climate Change Team
Technology and IP Transactions

U.S.-India
Venture Capital


Articles


When Your General Contractor Files Bankruptcy

Even a Tax Authority May Sometimes Have to Pay


Some Days, A Stay Is Easier to Obtain Than Others

How The Bankruptcy Code Applies To LLCs


Prepetition Default Interest — Take Nothing for Granted

Creditors, Speak Often or Forever Hold Your Peace


Potpourri of Issues in Foremost Building Bankruptcy Sale

Construction Lien Vs. Mortgage — The Claim Priority War


Right Or Wrong, Dewsnup Is Law

Nondischargeable Debts: Some Lies Matter More Than Others


Case Study: In Re 785 Partners

SPE Borrowers (and Guarantors) Beware


ENERGY STAR Buildings: Is ENERGY STAR Going to Lose its Shine?

Class Action Lawsuit Against USGBC, Take Two: New Cast of Characters, Same Story Line, Alleging False Advertising and Deceptive Trade Practices


Gifford Files Class Action Lawsuit Against USGBC

Green Building Codes: Will LEED Certification Requirements Be Replaced by Minimum Green Building Standards?


Green Buildings: Understanding What LEED Is All About

Landlord Bankruptcy from a Tenant’s Perspective: Plan Ahead (If You Can)


Leases and Bankruptcy From a Landlord’s Perspective: Watch Carefully

Supreme Court Rules that Bankruptcy Transfer Tax Exemption Applies Only to Transfers Made After a Plan Is Confirmed


U.S. Green Building Council Climate Initiative: Energy Efficiency Credits Now Required for LEED Certification

Going Green: LEED Certification for Retail Projects


National Flood Insurance Program: The Basics

Bankruptcy Reform and Commercial Leases


Proposed Final 'All Appropriate Inquiry' Rule Carries Surprises


Articles


Sustainability, CleanTech, Climate Change

Lease Considerations for Green Buildings


Closely-Held Business Webinar Series: Sustainability and High-Performance Buildings


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