Joseph L. MarshallShareholder

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Summary

A member of the firm’s Executive Committee, Joseph Marshall has extensive experience in all phases of real estate, corporate, partnership and business transactions, and in tax planning, tax controversy resolution and estate planning. Joseph represents a range of clients including landlords and tenants, lenders and borrowers, partnerships and limited liability companies, and corporations in a variety of matters such as commercial real estate ownership, mergers and acquisitions, business formations and federal and state tax disputes. He also represents secured lenders in real estate loans and borrowers in obtaining, documenting and closing loans secured by real property, especially construction financing.

In addition, Joseph has special expertise in the representation of landlords and tenants in complex commercial lease transactions, particularly in the retail grocery business.

He has an AV® Preeminent™ Peer Review Rating by Martindale-Hubbell and was named a Top San Diego Lawyer in 2015, 2016 and 2017 by San Diego Magazine.

Education

  • New York University, Masters of Law in Taxation, 1975
  • Hastings College of Law, University of California, J.D., 1974
  • University of California, San Diego, B.A., 1971

Expertise

Publications

“Retail landlords – riding out the downturn”, San Diego Daily Transcript, November 11, 2008

Representative Matters

Real Estate Law

  • Represented Major Landlord in negotiations and preparation of shopping center lease with national tenants
  • Represented local retailer in landlord buyout of long term lease, and in locating suitable replacement property, negotiating long term build-to-suit lease with major landlord
  • Represented supermarket chain in negotiations and preparation of numerous leases with a variety of landlords
  • Represented major supermarket in relocation to new location, including extensive work on build-to-suit provisions of lease
  • Represented developer in acquisition, financing, construction and leasing of major senior housing development
  • Represented business property owner in sale of acquisition of major commercial properties and apartment developments, including all aspects of title work, acquisition and construction financing, negotiations with building contractors and regulatory authorities
  • Represented lenders and borrowers in negotiation of construction financing and preparation of loan documentation
  • Prepared more than 100 borrower opinions in major real estate and asset based loans, on transactions from under $10.0 million to over $1.0 billion, in negotiations with all major commercial lenders nationwide
  • Acted as California counsel in multi-state sale and acquisition transactions by major national REIT, advising on local law and tax issues, title and vesting issues, escrow and closing issues, and review of loan documentation

Business and Corporate Transactions

  • Advised dozens of individuals and groups in seeking to form a business in the selection of the appropriate type of entity and in the organization, financing and structure of the business enterprise
  • Advised corporations in the aeronautical business in the sale of its assets
  • Advised foreign buyer in the acquisition of the stock of local technology company
  • Advised farming family in division and separation of family business assets to achieve maximum tax and financial results
  • Advised dozens of businesses in negotiating and drafting a variety of contracts, from employment contracts, to distribution agreements, supply contracts and franchise agreements

Estate and Tax Planning

  • Represented hundreds of individual taxpayers in the matters involving non-filing of tax returns
  • Represented hundreds of individual and corporate taxpayers in controversies with taxing authorities over the proper reporting of income or expenses
  • Successfully represented individual officers and directors subject to asserted “responsible person” penalties
  • Advised local company in the proper structuring of a corporate “split-up” to obtain favorable tax treatment
  • Advised real estate owner in the proper structuring to obtain “like-kind” exchange treatment following sale of property
  • Advised real estate owner in the proper structuring to obtain “involuntary conversion” treatment following condemnation of property

Affiliations

Joseph serves on the California State Bar Association’s Tax Procedures and Administration Committee, and is a member of the American Bar Association’s Taxation Section.  Additionally, Joseph is a member of the American and San Diego Bar Associations and served on the Board of Directors of the Grossmont Shopping Center for more than 15 years.