Bradford Dewan

Practice/Organization Description

Bradford N. Dewan is a tax, corporate and estate planning attorney, licensed to practice in the states of California, Hawaii and Wisconsin. During thirty years of practice, Mr. Dewan emphasized tax planning for both individuals their related business entities.

Mr. Dewan holds a Bachelor of Arts degree, cum laude, in Economics from Harvard University, a Masters of Business Administration in Finance from the University of California at Berkeley and a Juris Doctor degree from the University of Wisconsin, Madison. He is a member of the Tax and Estate Planning Sections of the California Bar Association and he is a member of the Real Property, Probate and Trust Law Section of the American Bar Association.

Mr. Dewan’s experience as a corporate, business and tax attorney ranges from start up companies looking for venture capital or “angel” investors in the Silicon Valley and San Francisco Bay areas, to mid-size companies having gross revenues of $50,000,000+ to closely-held family owned businesses. His areas of expertise include: corporate and business tax law, federal and state securities law for private placements and offerings to accredited investors, corporate mergers and acquisitions and corporate governance matters. His specific services include:

• Formation of corporations, limited liability companies and partnerships (both limited and general);

• Advise clients regarding risk minimization and general corporate matters in order to maintain the integrity of the business entity;

• Provide critical contract review, analysis, draft and negotiate various commercial contracts including product sale and purchasing agreements, employment agreements, commercial leases and joint venture agreements;

• Draft “key employee” compensation agreements and plans, including stock option plans and incentive stock option plans;

• Assist clients with the purchase and sale of business entities and assets; perform due diligence, and draft and negotiate the primary purchase and sale agreements and related ancillary documents;

• Draft and assist in the implementation of Buy/Sell Agreements involving the owners/shareholders of a business;

• Draft and negotiate agreements for corporate mergers and other tax-free corporate reorganizations;

• Assist clients seeking funding from private equity investors, prepare related private placement memorandums and stock/equity purchase agreements;

• Assist clients in complying with federal and state securities laws and related exemptions.

In addition to the above, Mr. Dewan’s law practice has also focused on succession and estate planning for the closely-held business owner. He has assisted his clients in evaluating and implementing, where appropriate, various sophisticated and complex strategies such as Irrevocable Life Insurance Trusts, Grantor Retained Annuity Trusts, Intentionally Defective Grantor Trusts and Domestic Asset Protection Trusts. He also advises such business owners regarding the tax estate planning issues regarding qualified pension plans and Individual Retirement Accounts.

Recent transactions: Serve as corporate counsel for California company acquiring a Florida company by a tax-free reorganization (statutory merger) resulting in a business with a $70M value; review and update Stock Appreciation Rights (SARs) plan; draft and implement buy/sell agreement among shareholders of closely-held business; analyze federal tax consequences of distribution of property from a corporation to its shareholders; analyze exemptions from state securities qualification and registration requirements for Florida and Texas.

Bar Admissions

Admitted in California, Hawaii and Wisconsin

Education

Harvard University, Cum Laude, Economics; University of Wisconsin Law School (Madison); University of California, Berkeley, MBA

Professional Associations & Memberships

American Bar Association, Tax Section; California Bar Association.

Contact

501 W Broadway
Suite 700
San Diego, CA 92101, United States


Areas of Practice
  • Business Organizations
  • Mergers & Acquisitions
  • Taxation
  • Wills, Trusts, & Estate Planning
This profile may constitute attorney advertising. Prior results do not guarantee a similar outcome. Any correspondence with this profile holder does not constitute a client/attorney relationship. Neither the content on this profile nor transmissions between you and the profile holder through this profile are intended to provide legal or other advice or to create an attorney-client relationship.

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