Closely Held Businesses/Private Client

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Overview

Who We Are

We are partners with closely held businesses and private clients, helping them to grow and strengthen their finances, families and futures. We know what closely held businesses, multi-generational families and high-net-worth individuals need, and we have the capability to navigate sophisticated matters with a sensible and flexible approach. Using this, we approach our role with empathy and compassion for each unique situation. Our team frequently operates in one or more capacities as:

  • Outside general counsel for closely held businesses
  • Family counsel
  • Tax counsel

Why Closely Held Businesses and Private Clients Choose Us

  • We meet clients where they are and make things work for their unique needs.
  • We have multi-generational fluency with over 100 years of helping families and their businesses transition, from first generation to fifth generation and beyond.
  • We provide integrated advisory services – we understand the family and business owner perspective and care for the client’s legacy and longevity.
  • We can handle "messy” and keep advancing the deal or resolving the dispute.
  • We are client-centered and avoid over-lawyering matters that can be resolved efficiently and effectively.
  • We engage a client-bottom-line-centered approach with empathy and compassion for your position.

Another thing that sets us apart is our unique multidisciplinary team that touches on an array of practice areas essential to closely held businesses and private clients. These include attorneys with deep and sophisticated experience in areas including real estate, labor and employment, employee benefits and ERISA, and litigation.

What We Do

Outside general counsel for closely held businesses  | 
Family Counsel  |  Tax Counsel

Outside General Counsel and Day-to-Day Business Counsel

To help business owners and executives increase efficiency and effectiveness while managing overhead expenses, our team operates in a day-to-day advisory capacity as outside general counsel. We provide “first call” counsel on matters that engage business owner and company executive priorities for:

  • Organizational and operational advisory, including real estate, litigation disputes, insurance coverage and record-keeping policies.
  • Talent and employee management, including employment policies and handbooks, employee benefits, wage and hour law compliance, harassment and discrimination complaints and other labor and employment matters.
  • Supplier and vendor management, including contracts and agreements
  • Financial planning
  • Strategic planning, including succession planning

As outside general counsel for a business or organization, we aim to provide ongoing legal services that match your company’s goals and exceed expectations. Starting with a deep dive into understanding your company and its people, we will begin an assessment that will help you mitigate risk and prioritize legal needs. The process is ongoing, with an annual review intended to assess progress and plan for the future, as well as continual communication on strategic goals and challenges.

Family Business & Succession Planning

Known for our representation of entrepreneurs and owners of family businesses, we serve our clients beyond their day-to-day matters. We can also be of particular assistance in planning for a leadership transition, assisting with:

  • Structuring gifting strategies designed to minimize the potential tax imposed when the business owner dies.
  • Preparing governing documents addressing succession and buy-out matters.
  • Putting in place techniques designed to minimize the potential for family conflict over management of a closely held business.

We help clients restructure the current ownership of their business, setting the stage for a smooth transition, and when the time is right, map out the ownership and control transfer to the next generation.

We represent a variety of closely held business clients that have grown from small, entrepreneurial businesses to companies with billions of dollars in revenue. We also work with clients who have a family office – a professional team established to manage the family’s wealth, investments and professional advisors. We serve as trusted members of the team, bringing business, tax, estate planning and planned giving expertise to the table.

Increasingly, American families tend to hold much of their wealth through some form of family business entity – often an S corporation, family partnership or limited liability company – which may provide a variety of benefits, including:

  • Centralized management of family wealth
  • Increased investment opportunities
  • Greater economic efficiencies
  • Asset protection
  • Privacy
  • Potential tax savings

Family Office Exchange (FOX) logoGreensfelder is a proud member of the Family Office Exchange (FOX). FOX supports wealthy families and their advisors in handling the challenges of managing family wealth, running family offices, and planning for future generations. We also are a strategic partner of the St. Louis chapter of Entrepreneurs’ Organization (EO), a network that enables business owners to learn from each other, leading to greater business and personal success.

Merger and Acquisition Services

The corporate attorneys in our industry group work with owners and company executive teams at every stage of the business cycle – buying new divisions, growing into new markets, or transitioning the business to the next generation when the time is right. From brick and mortar to completely digital ventures, our clients are typically established, closely held businesses that are growing through acquisition. Our lawyers frequently serve as lead counsel for these companies, providing strategic advice through each business transaction, establishing protocols and conducting process checks to keep the operation – and the transaction – running smoothly.

We can represent client business’s interests through all aspects of structuring, negotiating, and documenting transactions and generally counsel business owners in the following areas:

  • Entity selection
  • Business structuring
  • Acquisitions and divestitures
  • Business and tax planning
  • Corporate governance
  • Finance and securities

Corporate clients also seek our counsel in connection with securing financing. In a business’s pursuit of financing, we can advise as to the planning and structuring of new loans, refinancing and restructuring existing loans, securing financing incident to mergers and acquisitions, and financing or leasing a variety of assets. We can also guide clients through cash flow management issues, credit enhancement and interest rate protection agreements.

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Family Counsel

Clients turn to our attorneys for sophisticated and personal lifetime, estate planning and tax planning services. We help high-net-worth individuals and families, business owners and executives plan for and protect their financial future and the family’s wealth for generations to come.

We have extensive experience working with closely held businesses and multi-generational families. Some of our clients have been with us for five or more generations, and those relationships allow us to serve as trusted members of the team. Working closely with colleagues in our Business Services practice group, our Trusts & Estates attorneys represent a variety of clients that have grown from small, entrepreneurial businesses to companies with billions of dollars in revenue.

We counsel families and individuals on the disposition of their property through sophisticated lifetime, estate and charitable planning and work on preserving their wealth and educating younger family members, including representing family offices. We have extensive experience in structuring trusts and can help manage a variety of ancillary issues.

Handling Unique Needs with Compassion

Every plan is unique because we take each client’s personal situation and ultimate goals into account and work to create highly customized solutions. To preserve your legacy, our team can provide an in-depth analysis of all of the documentation and planning processes necessary to make sure your complex needs are addressed. Above all, we take an approach that is focused on your goals and crafted with empathy and compassion for your position.

We have a strong bench when it comes to family counsel, with experienced estate planning attorneys at both the officer and associate levels, allowing us to provide clients with high-level service at reasonable rates. We work closely with attorneys in other Greensfelder practice areas – including corporate, employee benefits, real estate, employment and labor, and litigation – to ensure every resource available is used in the interest of our clients. Our attorneys also work closely with outside accounting, insurance, investment, banking and trust professionals to provide the most seamless and effective counsel to the families we serve.

Our services as family counsel include:

Asset and Divorce Protection Planning: We assist in arranging personal affairs to minimize asset exposure to potential creditors during possible future claims. When applied to estate plans, preservation strategies can provide protection for your children, grandchildren or other beneficiaries against potential claims arising out of litigation, divorce or unique family situations. This allows you to continue to operate your businesses or protect your personal affairs today, secure in the knowledge that some portion of your wealth will be safeguarded from future claims.

Charitable Planning: Contributions to nonprofit organizations are often addressed in the estate planning process. We provide insightful guidance into the techniques that will allow you to make tax-advantaged gifts to charities. These tools include:

  • Lifetime and Testamentary Charitable Lead Trusts – one or more charities receive an income stream for a period of time, with the remaining property passing to your family members.
  • Charitable Remainder Trusts – you, as the donor, retain an income stream derived from property ultimately passing to charity, or direct that income stream to family members.
  • Private Foundation – an entity is established with the primary purpose of carrying out your established charitable goals.

Estate Planning: We assist families with wills, trusts, durable powers of attorney and other important family documents. Trusts are a prevalent vehicle for dealing with the continued management, preservation and appropriate disposition of property, and we have extensive experience in structuring trusts and can help you manage a variety of ancillary issues.

There are also times when certain specific documents may be in order: welcoming a first child; preparing for a trip without children; or needing additional legal direction for caregivers or guardians. In these instances, we can assist with documents such as living wills, medical directives, durable powers of attorney, and short-term delegation of parental rights.

Prenuptial & Postnuptial Agreements: Couples frequently use marital agreements as a way of determining each person’s respective rights and responsibilities in the other’s estate in the event of death or divorce. These include prenuptial or antenuptial agreements used by couples planning to marry and postnuptial agreements for those currently married. In the event of a second marriage in particular, prenuptial or postnuptial agreements can be used to safeguard assets for children within the merged family. These agreements may also be used when a spouse has (or will likely inherit) significant assets that are to remain within his or her family. As with all other estate planning instruments, careful, sophisticated planning early can go a long way toward easing tensions and expediting procedures when a life event occurs.

Probate & Trust Administration: Our team is uniquely equipped with insights into the process and the operation of the probate court, with one of our attorneys having served as a staff attorney in the probate court. Our attorneys are also well-versed in the administration of trusts, which can include careful and ongoing administration of the trust, insightful guidance throughout the life of the document, and any or all other factors specific to the wishes of the individual grantor. We also serve as a resource to beneficiaries, trustees and personal representatives who may have legal questions concerning the administration of a will or trust.

Trusts & Estates Litigation: When related parties do not agree with a trust or estate plan, we can be your advocate, helping work toward a settlement or representing your interests should the issue reach the point of litigation. We will combine the advocacy skills of our experienced trial lawyers with the tax and administration knowledge of our estate planning and probate attorneys to provide representation that covers every angle, including in asset discovery, breach of fiduciary duties claims, probate issues, tax issues, trust modifications, trust or will construction or contest, and undue influence, lack of capacity or fraud claims.

Emotions may run high in an estate dispute, and we are sensitive to the tangential issues that may arise. By clearly outlining the risks and benefits of each step and working closely with you to keep agreed-upon priorities in sight, we can remain focused on achieving your desired result. Our settlement and litigation experience includes frequent representation of corporate and individual trustees of charitable and family trusts, executors of estates, charitable and individual beneficiaries under trusts and wills, and persons with claims against trust or probate estates.

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Tax Counsel

Clients turn to us for careful and thoughtful guidance through all aspects of federal and state tax law. Our lawyers will guide clients through the proper choice of entity, assist with sale/merger planning, and represent client interests should issues arise with respect to an audit or appeal. Clients frequently turn to us for tax advice when addressing the following business matters:

  • Mergers and acquisitions
  • Organization and operation of closely held business enterprises including C corporations, S corporations, partnerships, and limited liability companies
  • Implications of Section 338(h)(10) elections
  • Employee compensation matters
  • Like-kind exchanges
  • Creation and operation of tax-exempt entities
  • Contingent worker and worker misclassification matters
  • Settlement of all types of business and commercial disputes
  • Private letter rulings from the Internal Revenue Service
  • Disputes before local taxing authorities, state agencies or the IRS

We have particular expertise with tax audits and appeals and counsel clients in business planning in a manner that anticipates what the IRS may seek in an audit and help ensure the deals are properly documented from the start. 

To minimize the impact gift tax, estate tax and generation-skipping transfer taxes may have on a transfer of family wealth, we take great care in the advance planning – taking into account each taxing scenario, the associated issues and concepts and the applicable state law. We will also take a holistic approach to your tax planning by considering and incorporating, where applicable, other planning vehicles you may have in place, including life insurance policies and retirement plans.

A certain degree of flexibility is built into each and every plan to respond to the possibility of future change, whether in the tax laws, the economy or a family situation.

For those clients seeking individual tax planning assistance, our attorneys can also provide proactive and thoughtful guidance, often in conjunction with estate or trust return planning. In addition to preparing returns directly for you, we can provide an additional review of your return after preparation by your accountant or CPA. This added review can:

  • Provide broad-based oversight of the tax return preparation.
  • Potentially identify additional tax-saving opportunities.
  • Provide the added assurance of accuracy of the prepared return.

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Attorneys

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