Seeking advice on joint venture / partnership in Bay Area

5 Replies | San Francisco, California

Hi BP'ers,

I'm in contract to purchase a property in the Easy Bay and I'm working with several partners on the deal that are contributing capital. I'm looking for an attorney that can help with setting up a joint venture / partnership agreement between the partners. For those of you who may have entered into this sort of arrangement as well, any advice you can offer would be a huge help, too. As of now, we plan on having a robust written agreement and I'm looking for advice on the proper structure (LP, GP) and how it plays into the mortgage, liabilities, holding title, etc.

Thank you in advance for your help!

PS - I've also posted this in the Oakland forum, but here also since I live in SF.

Originally posted by @Eduardo Zepeda :

Hi BP'ers,

I'm in contract to purchase a property in the Easy Bay and I'm working with several partners on the deal that are contributing capital. I'm looking for an attorney that can help with setting up a joint venture / partnership agreement between the partners. For those of you who may have entered into this sort of arrangement as well, any advice you can offer would be a huge help, too. As of now, we plan on having a robust written agreement and I'm looking for advice on the proper structure (LP, GP) and how it plays into the mortgage, liabilities, holding title, etc.

Thank you in advance for your help!

PS - I've also posted this in the Oakland forum, but here also since I live in SF.

 If the partners are not playing an active role in the management of the company and are purely contributing capital, than that falls under securities law and you'll need to file under RegD. @KimLisa Taylor can chime in with some more guidance on the specific actions you'd need to take with a securities attorney.

@Eduardo Zepeda , like James mention if some of the partners will have a passive role you may have to form a syndication regulation D. I've heard of syndication attorneys having some creative alternatives depending on the number of partners you have on the team so you should consider checking in with one. Otherwise, when you get into terms like GP/LP, that sounds like a syndication to me.

HI Eduardo, 

We just finished DIY software for this very purpose. I would love for you to try it out and tell me how it works for you. Thanks! You can just email me.