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Profile
I joined HCMP when I graduated from law school in 1977. I left the firm
in 1981, but returned to HCMP in 1997. I am currently serving as Chair
of the Firm's Business and Real Estate groups. My practice focuses on
all aspects of legal counseling for businesses including business planning,
formation of corporations, partnerships and limited liability companies,
mergers and acquisitions, and the negotiation and drafting of commercial
agreements. I have extensive experience in dealing with real estate matters
including financings, purchases, sales, exchanges, leasing, and structuring
of entities for ownership and development of real property projects. For
many years I have worked with clients in the solid waste industry in connection
with planning for the ownership, development, acquisition, and sale of
solid waste facilities such as landfills, transfer stations, composting
and recycling centers, and hauling operations, purchases and sales of
solid waste companies, and transactions involving contaminated property.
I started my career as a tax attorney and continue to provide transactional
tax planning advice to businesses and individuals and assistance with
estate planning and probate matters.
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Professional
Highlights
• Represented Cytran Ltd. in connection with the design
and implementation of an international tax advantaged business structure
for the acquisition, research, development, and commercialization of Russian
biomedical products. This included creation of a holding company in an
off-shore tax haven jurisdiction with foreign joint ventures and corporations
to develop foreign intellectual property rights and domestic corporations
to develop United States rights. I created board and employee incentive
plans, advisory boards and research, development and licensing arrangements.
I assisted the Company in multiple rounds of common and preferred stock
and convertible debt financing.
• Represented
a family limited liability company in connection with the conversion of
a downtown Seattle warehouse to office space. We assisted in the agreements
for the development, design, and construction of the project, the negotiation
and closing of the construction and permanent financing and the long-term
leasing of the building. As part of this representation we have dealt
with construction disputes, historic rehabilitation tax credits resulting
from the renovation, and the succession planning for the family.
• Represent
Harold LeMay Enterprises, Inc., the largest privately owned solid
waste company in the State of Washington, in connection with numerous
projects including joint ventures with national firms to handle the long
hauling of solid waste from counties in southwest Washington, the development,
construction, financing with industrial development revenue bonds, and
operation of transfer stations, landfill operations and closure and municipal
contracts.
• Represent Starwood Hotels & Resorts Worldwide, Inc.,
the owner and operator of the Sheraton, Westin, W, Four Points, and St.
Regis Hotel chains. We assist the Company in business and real estate
matters including development of internet and intranet risk management
capabilities, software development agreements, agreements with service
providers, and leasing of space, as landlord or tenant, in, for example,
Seattle, Washington, D.C., Atlanta, Birmingham, Los Angeles, San Francisco,
Boston, and, in one instance, on Fifth Avenue in downtown New York at
the most prestigious hotel in the country. We also help with designing
company-wide hotel policies in connection with such matters as emergency
medical treatment, provision of child care services and in-room safes.
• Represented the Murrey Companies, a family
of privately owned integrated solid waste hauling and recycling companies
in Washington. We assisted the Companies in connection with contracts
and real estate matters. We also designed and implemented the tax and
succession planning for the continued operation and transfer of the Companies
between generations. We represented the Companies in their merger with
a national publicly held solid waste company.
• Recognized in 2005 - 2007 as one of the "Super Lawyers"
in Washington by Washington Law & Politics, a local legal and
professional publication.
• Shareholder, Heller Ehrman White & McAuliffe, Seattle, Washington
(1988 to 1997).
• Partner, Syrdal, Danelo, Klein, Myre & Woods, P.S. (1981
to 1988); Managing Partner (1984 - 1988).
• Associate, Hillis Clark Martin & Peterson, PS, Seattle, Washington
(1977 to 1981).
• Admitted to practice before the Washington State Bar in 1977.
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Professional
and Community Activities
Washington State Bar Association; Business Law, Real Property, Probate
& Trust, and Taxation Law Sections.
King County Bar Association; Real Property, Probate and Trust Section,
Chairperson, 1985-1986.
Seattle Estate Planning Council.
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Selected
Publications and Presentations
Speaker, "How to Handle the Divorce from a Business Planning Perspective,"
Washington State Bar Association CLE Seminar on Will Your Business Survive
a Divorce, 1999.
Speaker, "Shareholder Agreements," Washington State Bar Association
CLE Seminar on Drafting Key Business Documents, 1996.
Speaker, "Management of Business Entities - Elements of a Management
Structure," Washington State Bar Association CLE Seminar on Choice
of Business Entity: A Functional Approach, 1995.
Frequent speaker on business planning, corporate governance, asset protection
and estate planning matters.
Education
University of Washington, J.D., 1977. Order of the Coif.
University of Washington, B.A., 1973. Magna Cum Laude. Phi Beta Kappa.
Outside
Interests
When I am not practicing law, I travel with my family whenever we can.
On my own, I enjoy playing the guitar, carpentry and home remodeling.
I can never find enough things to fix.
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