Approach

Four house rules.

They are short because we mean them.

Numbers do the arguing.

A partner with $10 million of outside basis whose share of liabilities falls from $20 million to $6 million has received a deemed distribution of $14 million and recognizes $4 million of gain. Nothing was sold; no cash moved. That sentence is the whole advice. The memo exists to explain it and the workbook exists to prove it.

Item	Amount
Outside basis before	$10,000,000
Share of liabilities, before → after	$20,000,000 → $6,000,000
Deemed distribution, §752(b)	$14,000,000
Gain recognized, §731(a)(1)	$4,000,000

Seat by seat.

The GP, the rolling LP, the new money, the founder, the insurer buying the senior tranche: each is quoted a different price by the same structure. We write for the person in the chair, and we say plainly when a structure that is good for one seat is paid for by another.

Name the source.

Every figure traces to a statute, a ruling, a filing, or a study. When the authorities disagree, both are cited and we say which we would rely on and why. "Generally" is not a citation.

End with a view.

Every memo has an "Our take." A survey of the authorities is research, and research is not advice. You are paying for the judgment, so you get it, in writing, at a stated level of comfort.

The quarterback

One adviser who sees the whole field.

Counsel, accountants, bankers, wealth advisers: we coordinate them so you do not have to

Working with your other advisers

We run the play; we do not replace the team.

A complex matter usually has five or six advisers on it: outside counsel, the audit firm, the investment bank, the wealth manager, the trust company, sometimes a second law firm for the other side. Each is good at its job. Nobody is paid to make sure the pieces fit. That is the seat we take. We translate between the lawyers and the modelers, keep one version of the numbers that everyone works from, flag the question the deal team has not asked yet, and bring the creative structure when the obvious one does not work. Your existing relationships stay in place; they simply get a quarterback.

How an engagement runs

Four steps, no surprises.

Step	What happens	What you receive
1	A short call. You describe the deal or the question; we say whether we are the right firm and what it will cost.	Scope and fee in writing, usually within two business days.
2	We read the documents (LPA, term sheet, prior returns) and build the first cut of the model.	An issues list and a draft workbook for your CFO to test.
3	We write. The memo and the model are reconciled before either leaves the building.	The deliverable, in house format, with sources.
4	We stay on. Counsel, auditors, and investors will have questions; we answer them.	Follow-up at the agreed rate, no new engagement letter.