McDermott Will & Schulte, a global law firm

Transactions can strengthen your business by helping you access capital, pursue growth opportunities, and enter new markets – but they also carry risks that can have lasting consequences. Our corporate and transactional lawyers structure transactions that drive growth while managing legal, regulatory, and commercial exposure.

Our lawyers collaborate across offices worldwide to provide coordinated counsel on domestic and cross-border transactions. Our corporate law practice guides you through commercial agreements, mergers and acquisitions, financings, restructurings, and governance matters designed to support your business strategy.

We also advise on sophisticated capital formation and investment structures, including capital raises, PIPE transactions, SPAC-related matters, and other strategic financing arrangements that provide flexible access to capital in evolving markets.

Beyond execution, our corporate and transactional lawyers address the challenges that shape long-term deal success, including:

• Post-merger integration and reorganizations
• Cross-border governance and operating structures
• Commercial contracts and change-of-control issues
• Intellectual property and asset organization
• Tax, treasury, and operational continuity planning
• Workforce and benefits integration
• Legacy liabilities and dispute exposure

Managing a large volume of transactions can quickly become resource intensive. Our technology-enabled transactional legal services team combines sophisticated AI review tools with experienced transactional lawyers to streamline due diligence, contract negotiation, and contract management – helping you scale quality and consistency across a high volume of matters.

From capital formation to post-closing integration, we help you navigate transactions strategically while managing the legal and operational issues that impact business performance. Our lawyers structure and execute deals that mitigate risk and support long-term growth.

Family offices allow high-net-worth families to consolidate management and administration of their personal, business, tax, and charitable concerns. The very scale of these offices, however, creates complexities that span numerous legal disciplines. Our private client team has extensive experience structuring and advising many of the oldest and largest family offices in the United States and abroad. We serve as trusted advisors to family office clients by helping them navigate these complex legal issues, with the ultimate goal of identifying potential problems before they occur and creating unique solutions to help each family office achieve its objectives.

Acting as the family office’s private general counsel, we draw on the experience of lawyers throughout the firm to provide clear answers to our clients’ most pressing questions. While our work with new family offices typically focuses on tax-efficient family office structuring and maximizing estate planning opportunities, the lawyers in our family office practice continue to counsel clients on the many other legal issues that face family offices every day, including federal, state and local income tax planning and compliance, fiduciary and trust accounting issues, securities regulation and compliance with the SEC family office exemption, structuring of pooled investment vehicles, private foundation creation and administration, privacy and data protection, litigation and alternative dispute resolution, employment compliance for household and family office staff, and the hiring of local counsel to handle real estate transactions, divorces, and other personal legal needs.

Family offices are unique and complex, and so is the way they invest. We serve wealthy families and family offices in creating tax and legal structures to optimize the investment of family capital in both public and private markets across all asset classes.

Our elite multi-practice team draws on the experience of our tax, private client and transactional lawyers to provide creative and holistic solutions at each of the three levels of a family wealth structure: individuals, trusts and private foundations; family offices and investment vehicles; and underlying investments including operating companies, private investment funds, private credit and other direct deals.

Top Level: Individuals, Trusts and Private Foundations

Thoughtful investment structures begin with creating tax and estate planning structures that help you optimize the ultimate beneficial ownership and succession of wealth. We take into account state, federal and international income tax efficiency; transfer tax efficiency; and your family’s charitable goals and objectives in designing and implementing trust structures, including the use of private trust companies, generation-skipping transfer (GST)-exempt trusts, Grantor Retained Annuity Trusts (GRATs) and a variety of charitable trusts and private foundations.

Second Level: Family Office and Investment Vehicles

The second critical element of our work on your behalf involves structuring the family office and family investment entities for maximum income tax and operational efficiency, often through profits interest planning (for both family offices and key employees). We also help family offices navigate various regulatory frameworks, such as securities law and the Employee Retirement Income Security Act (ERISA). Our skilled team creatively structures family offices and closely held investment entities to craft simple outcomes around complex tax and investment objectives.

Lower Level: Underlying Investments

The third element of efficient investing is optimizing the underlying investment or asset itself and then executing the deal from start to finish. We leverage our vast experience in tax, private equity M&A, real estate, finance, executive compensation/benefits and other areas to ensure that the structure of the target investment seamlessly integrates into a holistic structure.

By taking this comprehensive, multi-level approach, we aim to achieve “tax alpha” for your family, creating incremental investment returns that would otherwise be lost when working with external advisors with a narrower lens.

Tapping decades of experience, an international footprint and a cross-practice platform, our team is ideally equipped to handle your most complex transactional needs, including family office formation, fund investments, credit transactions, FinTech investments, buying and selling professional sports teams, a variety of real estate matters, blockchain investments (both coins and direct investments) and other direct investing.

We take a 360-degree view of each investment, considering every aspect from an entity, family office, trust/beneficiary perspective. Based on our decades of experience in this space, our private client lawyers are deal- and income tax-savvy, just as our tax and transactional lawyers serving our high-net-worth clients have a deep understanding of trusts and estates. It is this multi-faceted lens that defines our market-leading family office practice and equips us to best serve your family’s interests.

From our offices in key financial centers across the United States and in Europe, we provide comprehensive advice on a wide range of issues facing high-net-worth multinational individuals and families, multi-generational families, large closely and privately held businesses, foundations, estates, trusts, private trust companies, corporate trustees, and special purpose investment management entities. We assist clients with complex, cross-border legal and taxation needs where they live, work, invest and travel, and on all types of transactions, from purchasing a home in South Africa to selling a startup business in Silicon Valley.

Our private client practice is consistently recognized by Chambers High Net Worth as a strong market leader in private wealth law. In addition, the International Academy of Estate and Trust Law has more members from our firm than from any other firm in the world, and one of our partners has served as president of the organization.

Our practice is global, representing clients with interests and family members in Africa, Asia, Australia, China, Europe, South America and the United States. We advise clients on the international dimensions of wealth transfer and corporate succession planning, private foundations and charitable organizations, family office and private trust company formation and operation, international tax planning, cross-border estate planning, life insurance and leveraged asset planning, and representation of executors, trustees and other fiduciaries.

As a leading firm in the areas of taxation, wealth transfer, and estate and business planning, we offer clients unparalleled, wide-ranging legal resources, including access to the services of the firm's lawyers in dozens of practice areas. As seasoned individual practitioners, we provide creative, customized representation for clients’ most important and sensitive needs. We serve as clients’ personal general counsel, crafting solutions that protect what matters most to internationally based multinational families, trusts, and privately held businesses.

For more than a quarter of a century, the firm’s private client disputes team has been a full-time, full-service group of lawyers, representing fiduciaries and other parties involved in will contests, trust contests, will and trust construction and reformation suits, and other fiduciary litigation.

There is no substitute for experience, whether defending a fiduciary charged with personal exposure for handling an estate, trust or guardianship, representing a plaintiff in a will or trust contest, or navigating a fiduciary or non-fiduciary party through the pitfalls of guardianship or charitable and exempt organization litigation. From having handled hundreds of cases, we have a keen understanding of the critical issues involving the defense of executors and trustees as well as representing plaintiffs in will and trust contests and parties in guardianship controversy, including many complicated will and trust construction suits, charitable and exempt-entity qualification problems, and estate and fiduciary tax-related litigation.

We regularly develop and apply creative solutions that can help deliver timely, client-favorable resolutions to a dispute. Drawing on the resources of one of the world’s top-tier private client practice groups and a strong bench of first-chair lawyers in the firm’s litigation department, our team achieves consistently strong results for clients on cases involving wills, trusts and guardianships, as well as in charitable and exempt-organization litigation. Our dedicated litigators apply deep understanding of oftentimes complex and multifaceted legal issues to develop strong case strategy at the outset and deliver consistent results at a fair cost.

Tax considerations shape how your business structures transactions, financings, and international investments. Our lawyers advise you on global tax compliance and design tax strategies that support growth, help mitigate financial exposure, and strengthen your business operations across jurisdictions.

Our tax lawyers represent financial institutions, investors, and businesses – including more than half of the Fortune 100. Working across the US, Europe, and other major markets, we align tax strategy with your global business strategy while helping you anticipate regulatory and controversy risk.

Tax strategy is most effective when integrated early into decision-making. Our tax lawyers advise you on federal, state, local, and international tax laws that affect your transactions, investments, financings, restructurings, and cross-border operations. We also help you evaluate the tax implications of evolving business models, supply chains, and operating structures as your business expands internationally.

Our tax law practice includes advising on transfer pricing planning, advance pricing agreements, and cross-border tax controversies. We handle sophisticated transfer pricing disputes worldwide and engage with taxing authorities and organizations involved in international tax policy and enforcement – including the Organisation for Economic Co-operation and Development (OECD), the Internal Revenue Service (IRS), and tax authorities throughout Europe and globally.

Tax disputes can affect enterprise value. Our team includes former IRS administrators, Department of Justice (DOJ) Tax Division lawyers, Tax Court clerks, and legislative advisors who understand how tax policy is developed, interpreted, and enforced. This experience strengthens our ability to advocate before taxing authorities and guide you through examinations, administrative appeals, and litigation before trial courts, appellate courts, and the US Supreme Court.

For every business, changes in leadership or ownership are simultaneously exciting and difficult. For family-owned and other closely held businesses, however, such transitions can be particularly challenging, given the complex mix of personal relationships, business goals and financial pressures.

Our private client lawyers help clients balance short- and long-term individual, family and business objectives, often identifying and resolving issues that might be overlooked by counsel focused solely on commercial matters. We provide full-spectrum business succession counsel that can help ensure the current and future viability of a company or holding company, preserve value, and create predictability across generations – whether the transition is part of a planned retirement or sale of stock, or the result of the unexpected death or disability of an owner or senior executive.

Effective succession planning for closely held businesses should begin at the formation of a company and continue as the enterprise evolves. At the launch of a new business, we counsel clients on the various legal structures available to them, including S corporations, family limited partnerships (FLPs), limited liability companies (LLCs) and other entities, review the various tax and other advantages of these types of companies, and consider the potential challenges that may arise when owners, family members or shareholders seek to liquidate their interests or transfer ownership of the business.

As a business matures, we counsel clients on appropriate procedures and effective operations of entities, prepare required tax filings and other reports, and handle routine administration. As senior leadership prepares to shift ownership and executive responsibilities to the next generation, we help develop provisions for disposition or transfer of stock, negotiate buy-sell agreements, identify exit strategies, conduct appropriate valuations of business interest, and recommend strategies – including the establishment of trusts, private annuities and lifetime gifting arrangements – that maximize tax benefits and minimize the likelihood of disputes.