Corporate & Business

 

Most real estate disputes among partners are not really about the property. They are about a document that was written when everyone got along and never revisited.

 

We advise real estate ownership groups and operating businesses on entity formation, joint ventures, governance and succession — holding companies, operating partnerships, tenancy-in-common arrangements and the special-purpose entities that development and lender structures require.

 

We help principals document what they have actually agreed: capital contributions and calls, distribution waterfalls, control and deadlock, transfer restrictions and rights of first refusal, buy-sell mechanics and valuation. And we handle it when those provisions are finally tested — buy-ins, buyouts, separations and transitions.

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Our services include

 

• Entity formation and maintenance — corporations, limited liability companies and partnerships

• Joint venture and operating agreements

• Tenancy-in-common and co-ownership agreements

• Special-purpose and bankruptcy-remote entity structuring

• Corporate governance and organizational documents

• Capital contributions, distributions and transfer restrictions

• Buy-sell agreements and valuation mechanics

• Private placements and real estate syndication — Regulation D offerings, private placement memoranda, subscription packages and investor qualification

• Owner and shareholder arrangements, buy-ins, transfers and succession

• Mergers, acquisitions and business sales

• Succession planning and ownership transitions

• Executive separation and partner exits

 

Contact Anthony J. Clark or Zaheer Abbas.