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Real Estate • Business •  Estate Planning

Areas Of Practice
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Real Estate Practice Areas

  • Acquisitions & Dispositions

  • Purchase and sale agreements (commercial)

  • Off-market and distressed asset transactions

  • Portfolio and multi-property acquisitions, dispositions and financing

  • Due diligence (title, survey, zoning, environmental)

  • Negotiation of deal structure and risk allocation

  • Real estate financing & capital structuring (waterfalls)

  • Loan documentation (construction, bridge, permanent financing)

  • Advise and assist with territorial growth and expansion

  • Joint venture equity structuring

  • Debt restructuring and workouts

  • Private lending and borrower representation

  • Commercial Leasing (office, retail, and industrial leases)

  • Ground leases (long-term and development-oriented)

  • Build-to-suit and sale-leaseback transactions

  • Lease restructuring, assignments, and subleases

  • Draft, interpret or amend CC&Rs, REAs and easements

  • CAM and operating expense disputes

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  • Development Agreements

  • Subdivision and parcel mapping support (forming HOA, drafting CC&Rs)

  • Construction and subcontractor agreements

  • Land Use & Zoning

  • Zoning analysis and compliance

  • Conditional use permits, variances, rezoning and General Plan Amendments

  • Easements, access rights, well sharing, and land use arrangements

  • Syndications (PPM) and investor compliance (California intra-state offerings only)

  • Co-Ownership & TIC Arrangements

  • Co-ownership disputes and buyout provisions

  • Partition actions and resolution strategies (including new 2024 laws)

  • Rights of first refusal and exit mechanisms

  • Options (extensive work with all manner of options, including put, call and layered)

  • Title review, insurance matters & correcting title defects

  • Hospitality development and purchase/sale (including branding, franchising)

  • IRC 1031 & 1033 tax-deferred planning and strategies

  • Dispute resolution (pre-litigation and mediation)

  • Formation of LLCs, corporations, limited partnerships and general partnerships

  • Medical practice (formations, MSO, MFA and state compliance)

  • Choice-of-entity analysis (tax efficiency, liability, flexibility and governance)

  • California-specific compliance (Secretary of State filings, Regulatory compliance)

  • Multi-entity and holding company structures- Qualifying foreign entities in California and to other states

  • Ownership, Governance & Internal Agreements

  • Founder & Ownership Agreements

  • Joint ventures (entities, strategy and exit planning)

  • Buy-sell agreements and exit planning

  • Deadlock resolution and control provisions

  • Rights of first refusal and transfer restrictions

  • Corporate Governance (compliance, risk management, advice and modifications)

  • Board structure and advisory boards

  • Fiduciary duty guidance (California-specific considerations)

  • Corporate formalities and recordkeeping

  • Annual meetings and resolutions

  • Capital Raising & Investment Structuring

  • Equity & Debt Financing

  • Seed and early-stage financing

  • Private placements, subscriptions and California securities (25102(f) offerings only)

  • Preferred equity and investor rights agreements

  • Financing (secured, unsecured, seller-carried, etc.)

  • Subscription agreements and investor disclosures

  • Structuring for multiple investors and classes of equity (voting, preferred, etc.)

  • Strategic planning for growth and exits

  • Asset protection planning

  • Parent/subsidiary structures

  • Revocable living trusts (Classic AB and DSUE variations)

  • Advanced wealth transfer strategies tailored to complex asset portfolios

  • Incapacity planning (powers of attorney, advance health care directives)

  • Coordination of beneficiary designations and non-probate assets

  • Child planning (guardianships)

  • Integrated planning across real estate, business, and personal holdings

  • Irrevocable & Tax-Optimized Trusts

  • Irrevocable life insurance trusts (ILITs)

  • Asset Protection Planning

  • Domestic asset protection trusts (where applicable)

  • Structuring trusts to shield assets from creditors and litigation risk

  • Layered entity + trust planning for high-value holdings

  • Succession strategies for farms and businesses

  • Buy-sell agreements integrated with estate plans

  • Transfer of ownership interests (LLCs, corporations, partnerships)

  • Family governance and continuity planning (including FLPs)

  • Coordination with tax advisors on valuation and transfer strategies

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Business Planning Practice Areas

Estate Planning Practice Areas
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  • Structuring ownership of real estate portfolios within trusts and entities

  • Planning for multi-property and multi-state holdings

  • Tenancy-in-common (TIC) and co-ownership succession strategies

  • Strategies to minimize reassessment and property tax exposure

  • Lifetime gifting strategies and annual exclusion planning

  • Valuation discounts (minority interest, lack of marketability)

  • Coordination with income tax and capital gains strategies

  • Planning for blended families and complex family dynamics

  • Special needs planning and supplemental needs trusts

  • Post-Death Administration

  • Probate administration (where required)

  • Trust administration, sub-trust funding and trustee guidance

  • Asset marshaling, creditor claims, and distributions

  • Trustee representation and fiduciary guidance

  • Modification and decanting of irrevocable trusts

  • Dispute avoidance and resolution strategies

  • Will and trust contest strategy (preventive and responsive)

  • Fiduciary duty counseling for trustees and executors

  • Joint ventures and strategic partnerships

  • Revenue-sharing and profit participation arrangements

  • Tax-Oriented Planning (in coordination with CPAs)

  • Core Business Agreements

  • Partnership and joint venture agreements

  • Service agreements and vendor contracts

  • Independent contractor and employment agreements

  • Non-compete, non-solicitation, and confidentiality agreements

  • Risk Management & Compliance

  • Business licensing (state & local)

  • Regulatory compliance (such as Medical Board)

  • Internal policies, procedures and employee handbooks

  • Exit & Succession Planning

  • Sale of business (asset sales, stock sales, etc.)

  • Merger and acquisition structuring

  • Internal succession (family or partner transitions)

  • Wind-down and dissolution

  • Restructuring & Reorganization

  • Entity conversions and reorganizations

  • Ownership restructuring and recapitalizations

  • Distressed business planning and workouts

  • Intellectual property (trademarks, copyright and patent consultation (but not filing)

  • Form, advise and structure nonprofits (charities, religious entities, foundations)

  • Advise or advocate on internal partnership disputes (pre-litigation and mediation only)

  • Advanced tax planning (with client’s CPA)

  • Employee hiring, negotiating, classification and bonus structuring.

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