Christopher S Brown

My practice focuses on federal tax planning, particularly in the areas of start-up and emerging companies, investment funds, venture capital, and real estate. In addition to tax law, I also concentrate my practice on legal entity law (notably LLCs and partnerships) and the laws governing investment advisers.

I have significant experience representing entrepreneurs. I frequently meet with individuals who are in the very early stages of creating a new enterprise. I provide guidance on issues such as entity choice, equity compensation, board and management structure, and regulatory obstacles. Over the years, I have represented hundreds of start-ups and entrepreneurs in many different fields – including investment advisory businesses, professional services, software, health care, real estate development, and consumer products.

I have experience preparing hedge fund and other investment fund materials and advising investment advisers of their legal and fiduciary obligations under the Investment Advisers Act of 1940. I also assist investors (including individuals) in reviewing offering documents and explaining pertinent tax and legal issues.

I assist the Real Estate Asset Group in tax planning related to real estate transactions. My practice includes planning and drafting LLC agreements for real estate projects and advising on specific tax issues – such as 1031 exchanges, passive activity rules, debt restructuring, installment sales and the Washington real estate excise tax.

I began my professional career in Silicon Valley and worked for three years in the international tax practice of PricewaterhouseCoopers. I have assisted many companies in planning cross-border transactions and setting up tax-efficient operating structures. I have provided counsel on tax-deferral structures (including Subpart F and PFIC issues), export incentives, international compensation issues, Social Security totalization, tax treaties, withholding, U.S.-inbound investment, and international tax reporting issues.