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Larry, a 4th generation Texan and native Houstonian, has been a practicing attorney in Houston over 40 years. During those years, he has through his practice come to be considered a de facto family advisor and “board member” to many Houston families on the matters that they and their family owned businesses have had to deal with during those years. Those issues include issues arising out of the good times and the bad times, the aging of one generation and the coming of age of the next generation. In short, he’s experienced a lot. And it is this experience combined with his technical training that has made him a valuable and indispensable part of the families with whom he works.
More About MeRemain current with changes in family dynamics and suggest appropriate coures of action in response to such changes.
Reviewing estate and succession plans and overall corporate structures where I offer my ideas and, with consensual approval, implement changes.
Advice regarding business transactions ranging from direct negotiation including organization of joint ventures, limited partnerships and limited liability companies to strategic review for generational and estate succession planning.
Given that I have been engaged in private law practice for over 40 years, what I have to offer is my expertise and experience. So, let me describe what that is.
Early in my career after receiving my Masters in Tax Law from Georgetown University Law in 1980, I returned to Houston, Texas and private practice. I was heavily involved in transactional matters involving both corporations and partnerships with an emphasis on oil and gas and real estate transactions (as one would expect being in Houston during this time) and tax advantaged investments. Later my work added venture capital transactions with the emphasis on structuring the venture capital investing entity. These entities were typically partnerships and included domestic SBIC’s and offshore funds. It was during this time that I developed a deep understanding of partnership and corporation capital structures and governance.
As my relationship with certain clients developed, I was asked by them to assist with estate planning matters, and I did so. As a result I have gained a comprehensive knowledge of the estate and gift tax area. My work has ranged in this area has ranged from the simple will to complex family partnership arrangements including tax oriented “freezes” and dispute resolution provisions (commonly thought of as buy sell agreements). Here my understanding of partnerships became extremely valuable as the tax goals were only part of these transactions. Throughout this time, I continued to be involved in commercial transactions.
I also had matters before the Internal Revenue Service including docketed cases in the US Tax Court and the Federal District Courts. In those situations, I would work with a litigation attorney so that my focus was on the substantive issues at hand leaving the procedural matters to the litigation attorney. It was a strategy that worked well.
Today, I continue to advise clients and families in these areas. I have my own individual practice and I am Of Counsel to the law firm of Ewing & Jones in Houston. Much of my work with Ewing & Jones is transactional in nature as a pure tax advisor to the corporate lawyers in the firm.
What I do in any particular situation depends upon what is needed. For some families, I act as a family advisor. Initially in that instance my services consist of reviewing estate and succession plans and overall corporate structures where I offer my ideas and with consensual approval implement changes. From that point, I remain current with changes in the family dynamics and suggest appropriate courses of action in response to such changes. Also, by knowing the overall situation I have the ability to be discerning and pro active on what I think the family should be aware of and should act upon. These suggestions are different for each family and depend much upon circumstances particular to that family.
From this beginning, my counsel in the family advisor arena has in some cases stayed at that level and in others expanded as the situation warranted and as the family desired. For some, I have become involved in a family's overall business affairs and have advised and participated in business transactions (with services ranging from tax advice to direct negotiation). For others as I mentioned I am kept informed of family business transactions to be sure the same fit within the overall family estate plan.
By way of example, I have been involved in the following matters recently for some families:
Reviewing and updating a previously adopted succession plan that utilized a partnership freeze. The review and updating is taking place at both at the corporate and individual family level.
Reviewing and updating a previously adopted succession plan that utilized a partnership freeze. The review and updating is taking place at both at the corporate and individual family level.
Formulating a succession and estate plan in connection with a potential sale of a family owned business.
Organizing a “qualified opportunity zone” fund. My involvement involves not only the actual organization of the participating entities but also where in the overall family structure such investment should reside.
Reviewing and updating current partnership governance to take into account the new partnership audit rules.
Reviewing and recommending changes to key employee compensation packages.
Advising generally on family governance issues.
Advising a family on investment opportunities from a legal perspective including due diligence.
Several years ago, I was asked by a friend why would someone hire me. That really got me thinking. And so I sat down in my chair at home later that evening and over the next few days and started reflecting on and thinking about my career and the clients I have represented in order to answer my friend’s question at least in my own mind. I want to share with you my thoughts from then.
First and foremost I thought to myself I am very well technically trained in federal income and estate tax. And add to that I have been working in this area for over 38 years and been involved in almost every imaginable type situation. Taxes after all touch every financial decision we make. And nothing beats... experience, and one can only gain experience over time. Those two factors are important and without them I really wouldn’t have any clients no matter how nice and well intentioned a person I am. I have been often told I’m hired to think and think through thoroughly, and that I’m very creative at solving issues. Time and time again these abilities have proven to be valuable to my clients. I was told this once in response to describing my work, “I solve puzzles.” That sounded right, and I believe I do it well. So must my current roster of my principal clients because they have been with me for several decades. That is not without reason. But a lot of other people are well trained and are experienced, so I thought to myself, “what else makes me different.” Only one reason I thought to myself. I care, and my clients know I care.
What do I mean by “I care?” As I thought about it, I meant it in every sense. I think about my clients even when they don’t ask me to, and my only concern is for what’s best for them. I’m not interested and never have been interested in proving myself, and I really have no ego when it comes to solving a puzzle or otherwise advising a client. And I don’t pretend to know everything. Nobody does. There have been times where I have been presented with a puzzle to solve that involved something that I hadn’t previously encountered. I said so, but I also said that I will find out who has and get that person involved. Looking back, it is now clear to me that the client came to me knowing that I would solve the puzzle correctly as if it were my own problem even if it meant enlisting help. In other words, they know I care, they know I won’t pretend to know something I don’t know, that if I don’t know I will find out, and I will not ultimately recommend something that I don’t understand or that doesn’t make sense. Stated differently, they know I have their backs, and I will be their strongest advocate and not give up and will not lead them down a wrong path.
Much of the comfort clients have with me comes from the fact that I very much enjoy interacting with them, and I am always available because being their advisor is a part of my life. It’s not just a job. I’m always interested in what is going on in their lives and their business and am always a supporter. I am proud of their success, not jealous, for I know I have helped to some degree. Others may want more, but that’s enough for me.
Read moreI was referred to Mr. Jacobs to help me with a claim for unpaid federal income taxes. I became aware of the claim while in the midst of my divorce. The claim was based on income my ex husband had failed to report during the last years of our marriage. The amount was sizable and more than enough to take everything my ex-husband and I had plus some. The situation was scary to say the least. I was facing being divorced and penniless at the same time. In the end, he was able to have me and the property awarded to me in the divorce released from any of the IRS claims. I was saved.
- Allison Couch
I am co-owner of a car dealership in Houston, Texas. In 2016, my partner and I were operating several Saturn dealerships. As is well known, General Motors decided at that time to terminate all of the Saturn franchises. I went to Larry for help.
Larry stepped right in and negotiated the termination agreement in a manner that allowed us to preserve our capital and our favorable tax attributes. My partner and I then set about looking for a new dealership to buy. When we found what we wanted, Larry structured the transaction that gave us the most flexibility and at the same time allowed us to take advantage of our remaining tax attributes.
From that point, Larry has become the senior adviser for the company. He guided my partner through the best structure for our succession plan. He has also become our personal family advisor.
- Bob Abernathy
I was introduced to Larry approximately 10 years ago. Initially he was helping me with a very specific question about an organizational structure I had been using for my real estate investment funds. At the time, I did not know much about how these investments were organized. Not only did he answer my question but he went to give me advice on how improve my structure, and I have been using what he recommended ever since. I remember vividly his asking me to show him some of our portfolio of properties so he could obtain a better understanding of our business model. He spent the day with me touring those properties. I had never had a legal professional do that before or since. He earned my trust that day because I knew he cared.
Our professional relationship has grown from that point to today where he serves as my family advisor as well as my business advisor. I have the utmost respect for him and trust him implicitly.
- Ian Hancock
Call us at (713) 488-4097 or fill out the form below to receive a confidential initial consultation.