DeAngelis Legal created three new investment holding companies for three separate clients in Scottsdale, Phoenix and Mesa. The entities will be used to hold real estate and private equity investments. Two entities were created to be disregarded for tax purposes and the third has several family members and therefore is taxed as a partnership. DeAngelis [...]
DeAngelis Legal performed a comprehensive review of the corporate records of an Arizona based closely held business. The review included a clean-up of the shares certificates and transfer ledger, minutes of shareholder and director meetings and buy-sell terms for the operating and related entities.
DeAngelis Legal performed a comprehensive review and edit of a proposed multi-member LLC operating agreement on behalf a new client. The client asked DeAngelis Legal to provide input on the operating agreement. DeAngelis Legal provided a memo with additional questions and substantive comments and edits regarding management, capital contributions, purchase options and purchase price valuation.
Falling for fall. Fall is wonderful. Harvest time. The afterglow of summer travels and the excitement of the first snowfall knowing the holidays and ski season are right around the corner. It is also a time when we audit our corporate clients to review strategic plans, make sure their corporate structure is appropriate and assure [...]
DeAngelis Legal reviewed the corporate records of a client who created several entities on their own. DeAngelis Legal prepared missing and updated documents necessary to satisfy the title company’s requirements. The documents included amendments to operating agreements, member consents and a deed.
June marked the end of a four year complex trust administration odyssey. This administration could have been a television show, as it had every intrigue you can imagine - power struggles, illiquid assets, environmental claims, a defunct closely held business with unpaid claims, an injunction preventing the sale of real estate, property tax claims, third [...]
DeAngelis Legal documented the sale of goodwill of a Phoenix food distributer. In this friendly sale of the business, the buyer and seller had a long standing relationship. DeAngelis Legal prepared the purchase and sale agreement on behalf of the seller and the transaction closed with minimal changes from either party.
DeAngelis Legal prepared a comprehensive employment agreement with change in control provisions for this Scottsdale based business. For closely held companies, guaranteeing compensation upon a change in control or sale of the business is better than giving key employees equity in the entity. The benefits of this structure are (a) the employee does not have [...]
DeAngelis Legal prepared the estate plan for a young couple with generational wealth. This project was made more complicated by one spouse’s interest in four irrevocable trusts and a myriad of out of state family businesses gifted from the spouse’s parents. While the couple’s planning was simple, DeAngelis Legal assisted the spouse understand her rights [...]
DeAngelis Legal assisted with the trust decanting of an irrevocable trust. We prepared the new trust instrument which holds a variety of closely held businesses, real estate entities and marketable securities. The old instrument was prepared by another law firm and its terms did not meet with the settlors’ intent. DeAngelis Legal worked with the [...]
