Areas of Practice

Real Estate

 

Over forty years of practicing law, I have become experienced in all types of real property matters, including purchase and sale transactions (PSA), 1031 like-kind exchanges, lease negotiations, finance and mortgages, including collateral mortgage obligations (CMBS), title and survey review and comment, environmental contamination remediation, tax planning, and general conveyance and real property assessment matters.

Representative Works:

  • Assist with structuring and executing 1031 exchange strategies for property owners, including “drop and swap” transfers and other sophisticated tax sensitive planning techniques.

  •  Represent buyers and sellers in commercial real estate purchase and sale transactions (PSA), including loan review for transactions with financing.

  •  Prepare and/or negotiate commercial lease transactions (including ground leases).

  •  Prepare conveyance and/or loan documents for intra family wealth transfer plans.

Trusts and Estates

 

The first objective in any estate planning is to put a plan in place to avoid the cost and time involved in a probate administration. With the individual exemption from federal estate tax being $12.92MM in 2023 ($25.84MM per couple), many clients are able to focus solely on beneficiary and administration issues, such as selection of successor trustees and the age and amount of income and principal distributions to beneficiaries. My typical estate plan package includes the preparation of a revocable Family Trust, “pour over” Wills, directing any assets subject to probate administration to pour over into the trust, and health care directives concerning your medical care and powers of attorney for your financial affairs during any incapacity you may suffer during your lifetime. For client with taxable estates, more sophisticated techniques are utilized, such as fractional entity and real property discounts, grantor retained annuity trusts (GRAT’s), charitable lead trusts (CLAT’s), intentionally defect trusts (IDGT’s), and irrevocable life insurance trust (ILIT’s), among other strategies.

Representative Works:

  • Pioneered use of “Disclaimer Trusts” to avoid unnecessary funding of the “B” Decedent’s Trust for estates under $12.92 MM lifetime exemption.

  • Counsel numerous estate and trust beneficiaries relative to enforcing their right to distributions and transparency in estate or trust administration.

  • Prepared over 200 estate plans or amendments to existing estate plans.

Corporate Law

 

Beginning with entity formation, be it a limited liability company (LLC), a limited partnership, an “S” Corporation or a “C” Corporation, I can direct you to the best entity choice for your particular situation. I have extensive experience in Asset Purchase and Sale transactions (APA) and Stock sale transaction, as well as entity tax planning and all form of entity formation and operating and shareholder agreements and the resulting entity maintenance requirements.

Representative Works:

  • LLC, partnership and corporate formation and related shareholder agreements.

  • Negotiate purchase and sale agreements (PSA) for asset and stock sales and provide strategic structural, operational and tax advise for a variety of businesses; physicians, audiologists, dentists, contractors, educational consultants, placement firms, firm directors, television personalities and entertainers, franchisees, retailers and off-shore entities.

  • Document review services for wide variety of business transactions