I was born and raised in Eastern Arkansas. I received a B.A. degree in 1972 from Washington University in St. Louis and a J.D (doctor of law) in 1976 from Stanford University in Palo Alto, California. For nearly 29 years, I worked as an associate with a large corporate law firm in Chicago and then as Associate General Counsel for corporate and compliance matters with Cooper Industries, Ltd. (now Eaton Corporation) in Houston. In 2010, I opened a solo law practice in Santa Rosa, California, before moving to Palm Springs, California in 2014 and practicing here. I now serve clients in both locations.
I am an active member of the State Bar of California, an inactive member of the Texas State Bar, and a retired member of the Illinois State Bar Association. The Texas and Illinois memberships could be easily reactivated if the need should arise. I am also a member of the Desert Bar Association in Palm Desert, California and the Palm Springs Chamber of Commerce and the Desert Business Association in Palm Springs.Why Should You Contact Me?
You should consider contacting me if you are asking any of the following types of questions:
- I conduct a business as a sole proprietorship, and my work or products may occasionally result in a claim or lawsuit. How can I protect my personal assets if I am sued? Is insurance enough?
- If I form a company, what form should it take? Corporation? LLC? Partnership? Sole proprietorship? Joint Venture?
- What are the advantages of a corporation versus an LLC? What are the cost differences?
- What is a DBA filing? Why is it necessary? Where do I make the filing?
- I want to form a corporation, and my accountant says it should be a “Subchapter S” corporation. What is this? How do you create this type of corporation?
- I’m considering buying a company that is in corporate form. What are the advantages of buying the company’s assets versus its stock? What do I look for in due diligence? What agreements are necessary?
- I am forming a company with my new partner. Everything looks great today, but what happens if the business starts to fail or one of us wishes to leave? I’m told that a “buy-sell” agreement is used for this sort of situation. Can you help with this?
- I’ve located the perfect property for my business, but I just looked at the lease proposed by the owner. It’s ten pages long and full of “legalese.” Can you help me understand the document and point out any pitfalls? What if I want to make changes?
- My business has seen some lean times lately. I have had to let some employees go, but I would like to hire some of them back on an hourly basis. I want these to be independent contractors. I’m told the IRS likes to classify these persons as employees and penalize the “employer” for withholdings that have not been made. How can I prevent that?
- I already have a corporation for my business. I am seeking new investors. What do I have to do to offer shares to investors? In California? Nationally?
- Prospective investors want to see detailed, non-public information about my company. Is there some sort of agreement you can recommend to protect the confidentiality of this information? If these prospective investors decide not to proceed with a transaction, can I keep them from competing with me in the markets I serve?
- I’m seeking an SBA loan for my business. I’ve just received the documents. Wow! Can you help me with these?
When considering a lawyer for your business needs, you may be tempted to seek a large, “prestigious” firm, thinking that this will ensure superior service. However, this may not necessarily be the case. A solo attorney has more limited resources and must take steps daily to prevent waste of time and money. A solo attorney also has lower overhead to cover and can charge lower rates than a larger firm.
In a solo firm, I am the attorney who will handle your matter, not a young associate you have never seen. In addition, I am not accountable to anyone else for my time. I also offer greater transparency and availability than you will find in a large firm.
Finally, in working with me, I hope you will find that you are getting to know a decent human being.