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Phillips Nizer LLP Attorneys
 
Education:
  • New York University School of Law, J.D., 1982
  • Vassar College, A.B., 1978
Bar Admissions:
  • New York
  • Connecticut
  • New Hampshire
  • Registered foreign lawyer (United Kingdom)

Home  » »  Attorneys  » »  David L. Dubrow

David L. Dubrow
Partner
New York Office
ddubrow@phillipsnizer.com
phone: (212) 841-0514
fax: (212) 262-5152

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Areas of Experience:

David L. Dubrow represents and advises ultra high net worth, multi-generational families, located within the United States and internationally, with respect to a broad range of personal, family, business, investment and philanthropic matters, including the development and implementation of family and business governance structures; the design and administration of family offices; succession planning for closely-held private companies and privately-controlled public companies; the establishment of sophisticated, multistrategy investment platforms to enable families to invest on a collective basis while maintaining maximum flexibility, e.g., with respect to the allocation of risk and reward between generations and among members of each generation, the ability to rebalance in a tax-efficient manner, exit mechanisms, among others.

Mr. Dubrow provides transactional and tax planning for domestic and foreign closely-held and publicly-traded corporations, partnerships and limited liability companies, including negotiation and implementation of mergers and acquisitions, restructurings, financings, re-financings, spin-offs, roll-ups, sale-leasebacks, like-kind exchanges, and related matters; the structuring of a broad range of investment funds, including hedge funds, private equity funds, funds of funds, etc., as well as the use of sophisticated financial derivatives products.  He represents registered investment advisors and principals of investment funds.
 
Mr. Dubrow advises numerous family offices—including those in formation, virtual family offices, dedicated family offices, and multi-family offices - as well as individuals, trusts, closely-held businesses and charitable foundations affiliated therewith, in connection with a broad range of matters.  These matters include, without limitation, formation, funding, staffing, operational and compliance procedures, federal and state income tax planning, inter-generational wealth transfer planning and investment-related matters.

A substantial portion of Mr. Dubrow’s time is devoted to serving as trustee of family trusts, as manager or co-manager of closely-held investment entities, as a member of advisory boards of investment managers, and in comparable fiduciary positions.  Presently, he is primarily responsible for managing the operations of family offices on behalf of three families.

Recent Representations

  • Counsel to a prominent, multi-generational family located in the Asia-Pacific region that owns and/or controls approximately fifty operating companies, including nearly a dozen publicly-listed companies that are among the largest in their respective business sectors; design and implementation of parallel family governance and family business governance structures; development and implementation of corporate headquarters functionality to enable the family to more effectively discharge their responsibilities with respect to the strategic management of the entire portfolio of operating businesses; establishment of family office; restructuring of offshore trusts; establishment of private trust company; recapitalization of holding companies to facilitate implementation of dividend, liquidity, exit, governance and other objectives;
  • Counsel to a U.S.-based family in connection with the tax-efficient diversification of a large concentrated stock position (via a pre-merger short-against-the-box transaction); formation of a virtual family office; establishment and administration of multi-generational family investment vehicles and virtual family office;
  • Counsel to a closely-held S corporation and its operating subsidiary, an SEC registered investment advisor to domestic and foreign institutional investors (approximately $12 billion of assets under management), and also to the key family members who founded, own and operate the company; the scope of this representation includes reorganization of the company to facilitate the issuance of ownership interests to strategic co-investors; establishment of operations in multiple non-U.S. jurisdictions, thereby reducing worldwide effective tax rate; negotiation of joint ventures and distribution agreements with major financial institutions; structuring and implementation of collective investment vehicles, including masterfeeder hedge funds, Delaware statutory trusts and UCITs; assist in the development and structuring of innovative financial products that are tax-efficient in multiple jurisdictions; design and implementation of succession planning; establishment and operation of family office; transactional estate planning involving multi-generational trusts; establishment and administration of family office and charitable foundation; design and implementation of deferred compensation arrangements to attract and retain key employees of the company and the family office, and to more closely align their interests, etc.;
  • Managed the build-out of a family office for the controlling principal of a wellrecognized and highly-regarded private equity firm, including the establishment of transfer tax-efficient multi-generational holding company structure and the formation of a multi-strategy master-feeder hedge fund platform to attract thirdparty capital for purposes of co-investment;
  • Counsel to a major NYC real estate development family; administration of patriarch's estate; structuring of private trust company; and de-canting of assets to newly-established Delaware trusts;
  • Established offshore trust structure for the benefit of U.S.-based and foreign family members of a prominent Algerian family;
  • Counsel to European multi-family office in connection with establishment of its U.S.based operations and joint venture arrangements with key U.S.-based principals;
  • Counsel to Asian multi-family office in connection with establishment of its U.S.-based operations and formation of an offshore multi-strategy hedge fund platform;
  • Counsel to U.S.-based principals in connection with estate planning related to the formation of a $2 billion private equity fund;
  • Established offshore "grantor" trusts and related entities for a Belgian family for the ultimate benefit of U.S.-based family members; and
  • Counsel to U.S.-based family in connection with the restructuring of a closely held $2 billion real estate development company.