John Fossum is a business lawyer who practices primarily in the areas of real estate, creditors’ rights and tax law, including the application of federal and state laws to non-profit organizations. He has represented taxpayers in the U.S. Tax Court and before the U.S. Court of Appeals for the Ninth Circuit. His clients include institutional lenders; residential, commercial and industrial developers; real estate and securities investors; hotel owners; investment management firms; venture capital companies; and philanthropic organizations. John has contributed to several tax and real estate publications, and has lectured at tax and real estate seminars.

Experience

  • Represented a prominent Southern California homebuilder in negotiation and documentation of multiple joint ventures that purchased land formerly part of two U.S. military bases in California.
  • Represented a law firm in the complex settlement of a dispute between the firm and multiple companies and individuals under the Bankruptcy Court’s jurisdiction.
  • Represented a prominent philanthropic family in numerous business and charitable activities, including the construction and operation of a landmark luxury hotel and the design and development of a Midwestern museum focusing on small town immigration patterns.
  • Represented a large California-based life insurance company in numerous loans secured by hotels, commercial buildings, residential properties, golf courses and mobile home parks, including a loan secured by a $300 million zero lot-line commercial office complex that included a multi-party construction, operation and reciprocal easement agreement.
  • Represented a Southern California institutional lender/investor in the negotiation and operation of servicing agreements for REMIC (real estate mortgage investment conduits) funds totaling several billion dollars.
  • Represented owners of major commercial and resort hotels in negotiating management agreements with Hyatt, Hilton, Four Seasons, Radisson and Wyndham, in negotiating hotel financing, and in ongoing counsel regarding hotel management and operations.
  • Represented major Southern California residential and commercial developers in the purchase and sale of their properties, the negotiation and renegotiation of financing (including the tax aspects of work-out transactions), and the structuring of their ownership and management entities, including limited liability companies, partnerships, S and C corporations, trusts, REMICs and REITs (real estate investment trusts).
  • Successfully argued an appeal to the Ninth Circuit in the tax case of Moss v. Commissioner (9th Cir. 1987) 831 F.2d 833.
  • Represented an investor/developer in the settlement of litigation involving $100 million of commercial real estate, including the restructuring of multiple limited partnerships.
  • Represented the seller of a Newport Beach office complex in an $83 million transaction that resulted in the highest per-foot price then obtained for Orange County office properties.
  • Represented investors in the purchase of interests in a major Los Angeles hotel and several commercial properties.
  • Represented investors in numerous tax-deferred exchanges of real property, including non-simultaneous exchanges, exchanges with related parties, and tax-deferred exchanges involving the transfer of properties into and out of partnerships, LLCs and other closely-held business entities.
  • Represented numerous individuals in connection with complex tax and estate planning, involving the use of charitable foundations and trusts.
  • Represented junior members of a securities investment company in the negotiation and documentation of a complex limited liability company operating agreement with founding member of the firm.
  • Represented Orange County investment advisors in the formation and operation of a venture capital fund and related structural and operational matters.

Honors & Awards

  • Selected for inclusion among Southern California Super Lawyers (2006)

Practice Areas

Education

Boalt Hall UC Berkeley (LL.B.,1966); Order of the Coif; Book review editor of the California Law Review

University of California, Berkeley (A.B., 1963)

Admissions

  • California, 1967
  • U.S. District Court for the Central District of California
  • U.S. Court of Appeals for the Ninth Circuit
  • Supreme Court of the State of California
  • U.S. Tax Court
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