The following transactions and cases represent some of the matters members of the firm have handled:


  1. Organization of family holding companies and real estate subsidiaries and transfers of interests in the holding companies to generation skipping trusts using grantor trusts, gifts, and installment sales with guarantees.
  2. Preparation of trusts for families and individuals with assets from $2 million to over $100 million.
  3. Formation and qualification of medical research organizations and other private foundations.
  4. Preparation of charitable remainder and charitable lead trusts.
  5. Estate freezes and other growth shifting maneuvers to assure closely held family enterprises are not required to be sold at death to pay estate taxes.
  6. Preparation of estate and gift tax returns.


  1. Litigation and controversies over trust accountings, including representation of trustee in litigation in Los Angeles Superior Court requiring a 15 year accounting for a family trust owning a real estate business.
  2. Will contests and suits for breach of trust.
  3. Suits to recover trust and estate assets.
  4. Suits for fiduciary abuse.
  5. Suits for undue influence and elder abuse.
  6. Suits to enforce payment of life insurance contracts.
  7. Advising stockholders in controversies and litigation over control of closely held companies.
  8. Trials of tax cases in the Tax Court.
  9. Claims for refund of income and estate tax
  10. Tax refund suits in U.S. District Court for the Central District of Los Angeles.
  11. Appeals of tax cases to U.S. Court of Appeals for the Ninth Circuit and the District of Columbia Circuit.
  12. Civil income tax audits of taxpayers.
  13. Property tax appeals.


  1. Representation of real estate developer in permanent loans of $2 to $100 million and construction loans of $3 to $10 million.
  2. Representation of real estate owners in tax free exchanges of real estate involving partnerships, sale/lease transactions, and construction.
  3. Requests for property tax advice to State Board of Equalization property tax counsel and for property tax rulings or opinions to county assessors, including advice with respect to:
      a.Application of parent child exclusion to transfer in trust after passage of Proposition 13 as a result of death occurring before passage of Proposition 13;
      b.Environmentally impacted properties;
      c.Efficient use of $1 million parent child exclusion when estates are divided;
      d.Application of parent child exclusion to equal but non pro rata funding of subtrusts created at death of a parent;
      e.Use of nominee agreements to assure financings of irrevocable trust properties can be accommodated under Proposition 13 rules; and
      f.Correction of record title to property held of record by partners as tenants in common but beneficially owned by their partnership.


  1. Tax advantaged liquidation of hotel company and its reorganization as three limited partnerships involving assets of over $200 million.
  2. Preparation of principles of governance and organizational agreements for family agricultural business worth over $100 million.
  3. Tax advice on sale of contract manufacturer for over $68 million.
  4. Recapitalization of one of the largest closely held timber companies in the United States with voting and non voting stock.
  5. Formation of venture capital and other investment funds and preparation of disclosure for their private placement memoranda.
  6. Preparation of management agreements, employment agreements, transfer agreements, side letters, and other documents for venture capital funds and their affiliates.
  7. Preparation of limited partnership agreement and limited liability company agreement for securities dealer.
  8. Organization of real estate development and shopping center limited partnerships and limited liability companies.
  9. Complex conversion of corporation engaged in telecommunications research with 90 shareholders to limited liability company with operating subsidiary.
  10. Organization of limited liability companies to research and develop technology and related tax advice.
  11. Organization of patent holding companies and patent marketing companies and drafting exclusive licenses between them in various industries.
  12. Conversions of general and limited partnerships to limited liability companies for businesses with assets of over $50 million.
  13. Mergers, acquisitions, and tax free split ups of closely held companies.
  14. Preparation of shareholder agreements and buy out agreements for closely held companies.
  15. Tax planning and tax opinions with respect to various business transactions.
  16. Letter ruling requests to the IRS.

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