Breaking Up is Hard to Do: Practical Advice for Exiting an LLC
June 14, 2024
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Lee C. Hodge
Business Attorney
lch@wardandsmith.com
Post Office Box 867, New Bern, NC 28563-0867
Post Office Box 33009, Raleigh, NC 27636-3009
The Vault @ 411 Front Street (no mail service), Beaufort, NC
Lee regularly advises clients on a broad range of business law matters, including the formation of new business and investment entities, stock purchase/sale transactions, asset purchase/sale transactions, and contract drafting and negotiation. Lee also represents clients on a wide variety of tax planning matters, including 1031 exchanges, reorganizations of business entities, tax planning for mergers and acquisitions transactions, and tax planning for individuals.
Further, Lee routinely counsels real estate developers on properly structuring real estate development projects and on complex loan matters, including construction loans, conversions to permanent loans, refinancings, and conduit/securitized loans. He represents clients in tax disputes involving the Internal Revenue Service, the North Carolina Department of Revenue, and local property taxing authorities. Lee's practice also includes representing clients in legislative efforts before the North Carolina General Assembly and the United States Congress. He also assists clients in interfacing with North Carolina executive branch agencies, including the North Carolina Department of Transportation, the North Carolina Department of Health and Human Services, and the North Carolina Office of the State Chief Information Officer.
Education
- J.D., cum laude, Wake Forest School of Law, 2008. Research Editor, Wake Forest Law Review.
- B.A., summa cum laude, North Carolina State University, 2004
Representative Experience
- Represented multiple automobile dealership organizations regarding acquisitions and dispositions of dealerships, negotiation of various operations-related contracts, and business succession planning
- Representation of the developer of a $60 million dollar mixed-use student housing complex in structuring the economic and management structure for the joint venture project entity
- Representation of a real estate developer in the negotiation of a $45 million refinancing of a construction loan into a non-recourse loan with Fannie Mae
- Negotiation of the sale of a complex oil and gas filtration business to a strategic buyer in the private equity industry
- Negotiation of an Operating Agreement with a complex management structure and multiple layers of profit/loss allocations and cash distributions
- Advising a management team on business succession planning issues involving active and passive family members and non-family member executives
- Collaboration with estate planning colleagues to advise business owners on efficiently transferring business equity value to children and grandchildren in a tax efficient manner
- Representation of a property owner on a complex property tax issue before the local Board of Equalization and Review and the North Carolina Property Tax Commission
- Representation of a business on the purchase of a corporate aircraft and proper ownership structure to minimize liability exposure and maximize tax efficiency
- Advising the owners of a limited liability company regarding the most tax efficient manner to structure the sale of its business
- Representation of business founders in the negotiation of an equity compensation plan for key executives to maximize economic results while meeting the client's tax goals
- Representation of real estate investors on complex 1031 exchange planning, including swap and drop, drop and swap, and alternative cash-out 1031 exchange structures
Honors and Distinctions*
- "Legal Elite," Business North Carolina, Business, 2018-2019, 2023-2025
Professional and Community Affiliations
- Craven 100 Alliance (member, board of directors; member, Executive Committee)
- New Bern Area Chamber of Commerce (2020 Chair; Executive Committee member, 2018-2019; board member, 2015-2018; Finance Committee member, since 2010; Leadership Craven Alumnus, Class of 2010; Young Professionals Group)
- North Carolina Bar Association — Sections: Business Law; Law Practice Management & Technology; Tax
- North Carolina Professional Lobbyists Association
- North Carolina Technology Association
Admitted to Practice
- North Carolina, 2008
- All state courts in North Carolina
About Me
"To be, rather than to seem."
The motto of the State of North Carolina sums up one of my core values, which is to always act in an intentional and genuine manner to deliver real value in all of my personal and professional endeavors. I admire the enthusiasm that our clients show for adding values to their customers' businesses, which drives our clients to constantly innovate to ensure that their businesses deliver first in class solutions to meet the problems their customers face. Like the lawyers in our firm, our clients take the time to get to know their customers so that they can deliver tailored solutions that add value to their customers' businesses.
* Please see the following websites for an explanation of the membership standards for the following recognitions: www.bestlawyers.com; businessnc.com/special-sections/legal-elite/; and www.superlawyers.com/north-carolina.
