Michael S. Arlein, Partner

Patterson Belknap has a multi-disciplinary team of lawyers who are focused on the legal needs of founders and entrepreneurs. The Firm's offerings are led by Michael S. Arlein and Brian M. Sweet, lawyers in the Firm's Trusts & Estates Group, who have deep experience implementing strategies designed to minimize taxes in connection with liquidity events while achieving other long-term planning objectives. The work of our team is complemented by attorneys from other practice groups, including corporate, tax-exempt organizations, real estate, and tax. Please visit the Founder Focus Resource Center where you will find unique content on topics of interest to founders and entrepreneurs and their professional advisors.

The Firm's services are responsive to the legal needs of founders at all stages of a company's lifecycle, from formation to exit. Our lawyers understand that a founder's time is always in short supply, and our focus is on delivering practical solutions efficiently and effectively. Our lawyers believe that a founder is best served when we collaborate with the founder's other professional advisors, including accountants, financial advisors and bankers. Given the volume of our practice, in many instances the Firm is able to offer project-based flat fees rather than traditional hourly billing.

The Firm's founder and entrepreneur clients include individuals from a diverse list of companies across a wide range of industries and geographic locations. Although the majority of our clients are confidential, select publishable clients include the founders of: 305 Fitness, Alleviant Medical, Alma, Anchor, Anvyl, AppNexus, Aterian, Attentive, Bay Dynamics, Bedrock Ocean Exploration, Beeswax, Care/of, Casper, Codeacademy, Cometeer, Daily Harvest, Dash, Dia & Co., Digital Ocean, Duolingo, Fair Harbor, Firstleaf, Fishbowl, Flatiron Health, Frame.io, Frida Baby, Formsort, fuboTV, Gimlet, H1, Harry’s, Hubble Contacts, Imperfect Foods, Influenster, Kard, Kingdom Supercultures, Koneksa Health, Localize, Maestro, Magic Spoon, Maven Clinic, MoneyLion, mParticle, NS1, Pearl Health, Rhone Apparel, Roman Health, Saturn, Scoop Technologies, ShopKeep, Slack, Slice, SmartMedia Technologies, Sollis Health, Standard Bots, StellaService, Transfix, Triple Whale, Vestwell, Voray, Xtreme Solutions, and Xwing.

Representative services provided to founders and entrepreneurs include:

• Design and implementation of trust strategies designed to reduce or eliminate income tax due upon liquidity events by taking maximum advantage of the Qualified Small Business Stock (QSBS) exemption and structuring trusts to qualify as exempt from state-level income tax.
• Design and implementation of trust strategies to transfer wealth to children, grandchildren and more remote descendants while minimizing or avoiding estate tax.
• Preparation of core estate planning documents to ensure that a founder's family is protected in the event of his or her death or incapacity.
• Preparation of prenuptial and postnuptial agreements to protect a founder's company interests.
• Counseling on employment-related matters, including employment and consulting agreements, board advisory and indemnification agreements, equity grants, secondary sales, shareholder loans, restrictive covenants, and separation agreements.
• Advice in connection with planning in advance of initial public offerings and other public listings, including coordination with company counsel to provide information for securities law disclosures related to family trusts and entities.
• Advice in connection with company financings, mergers and acquisitions, and other significant corporate events that affect founders' and executives' personal interests, holdings and control.
• Review and negotiation of personal investments, including angel investments, venture investments in equity and convertible debt, SAFEs, investment management agreements with financial advisors, and direct investments in hedge funds, venture capital funds, debt funds, real estate funds, and private equity funds.
• Review and negotiation of personal loans and credit facilities.
• Advice in connection with tax optimization strategies for a sponsor’s equity interests in a special purpose acquisition company (SPAC).
• Advice on optimal strategies to meet philanthropic goals, including gifts of stock to donor-advised funds, private foundations, public charities and supporting organizations, to engage in impact investments (including both mission and program-related investments), and to support the development of long-term planning and governance goals for such organizations.
• Counseling on income tax matters, including change of domicile.
• Advice in connection with the acquisition or sale of real estate, including negotiation of listing agreements, contracts for purchase or sale, architect agreements, and construction agreements.
• Advice in connection with household employees, including hiring, firing, confidentiality agreements, benefits and compliance with employment, tax and other regulatory matters.
• Formation and structuring of family offices.
• Formation, structuring and startup services for the next venture.

In addition to providing personal legal services to founders and entrepreneurs, the Firm is often called upon to provide services to their companies. Our corporate and litigation attorneys provide a broad range of sophisticated services across more than 20 practice areas of both commercial law and litigation. The depth and breadth of experience of our nationally-recognized litigators and our corporate attorneys allows the Firm to act as a single point of contact for our clients’ diverse legal needs.