Jeffrey R. Richter, Esq.
Shareholder, Officer and Director
jrichter@frlawcorp.com
Phone: (310) 575-0800 x 2690
Fax: (310) 575-0170
Practice Areas
Acquisition and Merger Transactions:
Participated for thirty years in corporate transactions involving sale of assets, sale of capital stock or other securities, mergers and related transactions relating to the transfer of control of corporate or other entities, representing buyers and sellers in connection with transactions for small, mid-cap and large businesses (sales up to $250M); participation in negotiations with investment bankers, preparation of letters of intent, all acquisition materials, collateral documentation, security documents, shareholder buy-sell agreements, non-disclosure agreements, and all additional materials relating to acquisition transactions.
General Corporate and Commercial Transactions:
General business planning; negotiation and preparation of business agreements, including distributorship, licensing, sales or broker representation, employment, consulting, finders, independent contractor, trademark and copyright, shareholder stock purchase, subscription and settlement agreements and releases; preparation of prospectuses and offering memoranda; entity formation, including structuring type of entity and capital planning and structuring; preparation of limited liability operating agreements and partnership agreements; negotiation of bank loan facilities, including all related documents and lending agreements; all lending transactions, including asset based and factoring; escrow transactions and pledge and security agreements, together with UCC documentation; franchise registration, together with preparation of Uniform Offering Circulars and counseling; antitrust counseling; unfair competition counseling; labor relations counseling and human resources advice; Federal Trade Commission counseling and state and federal consumer affairs counseling in connection with seller assisted marketing plans, multilevel marketing and telemarketing; advertising and marketing placement and sales law, including all agreements relating thereto; trademark counseling and registration.
Securities Law:
Participated in numerous public offerings for investment bankers, underwriters and issuers, including preparation and filing of Registration Statements, and preparation and filing of periodic reporting documents with the Securities and Exchange Commission; participated in proxy battles involving public companies; involved in going private transactions and mergers of public companies and private entities; 1934 Act compliance activities; extensive involvement in private offering syndications, including, but not limited to, cattle and other agricultural commodities, timber stands, feeder-breeder operations, farming, restaurants, food manufacturing, aircraft and commodities pools and hedge fund pools; state blue sky law compliance.
Dispute Resolution:
Negotiation of disputes; participation in settlement conferences; attendance at mediations and arbitrations; structuring of resolutions and settlements, including documentation; particular emphasis on deadlocked boards of directors and deadlocked shareholder factions, including the obtaining and maintenance of court-appointed provisional directors.
Exempt Organizations and Charities:
Subspecialty in tax exempt organizations, including charities and educational institutions; representation of many public charities and colleges and universities, including The UCLA Foundation, California State University Foundation and numerous auxiliaries of CSU; the Buckley School; Eastern Star Foundation; University of Michigan; Hugh O’Brien Youth Foundation; Jewish Vocational Service, Jewish Home for the Aging, and numerous other charities and foundations; corporate governance and operational advice on all state laws governing such organizations and their fundraising activities.
Admitted to Practice
California; US District Court, Central and Northern Districts of California.
Education
- University of California at Los Angeles (A.B., 1967).
- University of Texas (J.D., 1970).
Professional Affiliations
- Beverly Hills Bar Association (Member, Business Law, Labor & Employment Law, and Intellectual Property Law Sections).
- Los Angeles County Bar Association (Member, Intellectual Property and Business & Corporations Sections).
- The State Bar of California (Member, Business Law and Labor & Employment Law Sections).
Activities & Honors
- Associate Editor, Texas Law Review, 1968-70.
- Board of Directors, Treasurer and Chair of Finance Committee Jewish Big Brothers Big Sisters of Los Angeles.
- Audit Committee Jewish Vocational Services.
- Qualified as Expert Witness in Securities Law.
- Lecturer on Securities Law, Franchise Law and Multi-Level Marketing.
- Lecturer on the California Non-Profit Integrity Act.
- Married: Six children.
- Co-manager and senior member of firm for 30 years as of June 2006.