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Family Business Transition | International Practice
Trusts and Estates Litigation and Dispute Resolution
Not-for-Profit Practice | Accolades
Sullivan & Cromwell’s Estates and Personal Group is one of the largest and most active groups of its kind. The Group is top ranked by prominent legal business media including Chambers USA, Chambers Global, U.S. News & World Report, The Best Lawyers in America and New York Super Lawyers.
Clients of our Estates and Personal Group benefit from the ability of the Firm’s lawyers to draw on S&C’s deep bench of recognized leaders in each of our core practice areas worldwide.
The Group represents individual clients worldwide in all aspects of their business and personal affairs, including:
Estate and trust administration
Family business transition
Tax planning and litigation
Trusts and estates litigation and dispute resolution
Creation and administration of family partnerships, joint ventures and property holding vehicles
Creation of private foundations
In addition, we help our clients address a broad range of other personal matters, ranging from employment arrangements, investment structures and personal real estate transactions to the purchase and sale of art, yachts and aircraft, personal financial matters and prenuptial and postnuptial agreements.
Family Business Transition [back to top]
The Group regularly advises clients in the structuring and restructuring of ownership of closely held business enterprises, in the U.S. and abroad, to best achieve long-term family goals in a tax-efficient way. One of the major challenges facing family-owned businesses is generational transition, an area in which Sullivan & Cromwell has extensive experience. We draw upon the Firm’s full resources, including lawyers in our Estates and Personal, Corporate, Securities, Real Estate, Litigation and Tax Groups, to help families structure transitions that preserve the vitality and profitability of the company, and at the same time address family concerns regarding control and the division of wealth.
Recent examples that are in the public domain include:
- For many years S&C has counseled the majority of the Pritzker Family beneficiaries in the restructuring of their $25+ billion worldwide business empire, which includes interests in Global Hyatt Corporation, Marmon Corporation, TransUnion Corp. and Royal Caribbean Cruise Lines.
- The Firm served as counsel to the Mara and Tisch Families, the owners of the NY Football Giants, in the $1.6 billion joint venture with the Johnson family, the owners of the NY Jets, to develop a new football stadium and entertainment and retail complex in the Meadowlands, NJ.
- S&C represented a director and Bancroft family member in connection with News Corp.’s acquisition of Dow Jones for $5 billion. The Bancroft family controlled Dow Jones since 1902 primarily through family trusts.
- The Firm represented the Frist family and HCA management in the $31.6 billion sale of HCA Inc. (US) to an investor group.
- S&C advised the Santo Domingo Group Family (Colombia) and shareholders in the $7.8 billion sale of Grupo Empresarial Bavaria S.A. (Colombia) to SABMiller plc (UK).
International Practice [back to top]
As one of the first international law firms, Sullivan & Cromwell for over 130 years has advised individuals, families and Trustees worldwide regarding their U.S.-related legal matters. These representations require the effective coordination with counsel, tax and business advisors in the family’s “home” country or countries, and in the relevant trust centers and other jurisdictions in which the family may have interests.
Current projects include:
Long-term representation of a Chinese family with holdings in Taiwan, Hong Kong, the United States and the Cayman Islands. Among many projects, we have advised on (i) various tax-advantaged structures for investment in U.S. commercial real estate intended for major hotel development, (ii) minimizing the income, gift, estate and inheritance tax consequences of residence by family members and family businesses in multiple jurisdictions, and (iii) administering the multi-national estates of deceased family members, including the negotiation of complex cross-border tax arrangements with taxing authorities.
Representation of numerous families with ties to both Europe and the United States in the structuring and administration of trusts throughout the leading offshore trust centers, including the Bahamas, Bermuda, the Cayman Islands, the Channel Islands and England. These assignments often involve the incorporation of private trust companies in jurisdictions such as Bermuda, England and Guernsey.
Representation of several different Latin American families in connection with estate and business succession planning. This includes the creation of offshore trusts, foundations and companies designed to retain control of various family-owned entities and to make assets available to the greatest extent to family members who are or may become U.S. persons, while limiting U.S. income, gift and estate taxation.
Trusts and Estates Litigation and Dispute Resolution [back to top]
Sullivan & Cromwell has one of the leading trusts and estates litigation practices worldwide. Cases are often litigated in the courts of several countries simultaneously, presenting complex conflict of laws issues and requiring the coordination of litigation strategy across multiple jurisdictions. The Firm is regularly involved in disputes regarding contested wills, trust administration, challenged gifts and forced inheritance laws. S&C has a reputation for negotiating the resolution of such disputes in creative, tax-efficient ways that minimize family strife, expense and publicity.
Representative Trusts and Estates Litigation
Pritzker v. Pritzker
Representation of members of Chicago’s Pritzker family in U.S. and offshore litigation regarding U.S. and Bahamian Trusts.
America’s Cup Litigation
Representation of Société Nautique de Genève in its efforts to defend the 33rd America’s Cup, the oldest active trophy in international sport, in New York trust litigation.
Estate of Rupert
Representation of the heir of a French citizen, who left significant estates in France and the U.S., in connection with litigation in New York and France. The cross-border claims involve French forced inheritance law, alleged misappropriation of estate assets, and complex French and U.S. tax issues.
Denise Rich v. Alec Hackel, et al.
Representation of Swiss trustee involved in trust litigation in New York and Switzerland.
Gianoli, et al. v. Eguiguren, et al.
Representation of Latin American family in international litigation in the courts of the U.S., Chile, Jersey, Guernsey and the Cayman Islands involving will contest, inter vivos transfers and forced heirship laws.
Matter of Donner
Representation of charitable beneficiary Mills College in objections to executors’ final accounting. Trial resulted in substantial award to Mills College, unanimously affirmed by New York State’s highest court, in a decision that has since been extensively relied on by lower courts in fiduciary removal and surcharge cases.
Matter of Lincoln First Bank, N.A. (“Matter of Janes”)
Representation of the New York Clearing House Association and the New York Bankers Association, amici curiae, in the most significant New York State Court of Appeals case regarding the duties of fiduciaries since Matter of Donner (see above).
Gallo Family Representation
Representation of Gallo family interests in estate tax litigation in which the estate’s valuation of Gallo stock—critical to the family’s overall estate plan—was upheld in the face of an I.R.S. challenge after trial in the Tax Court.
Matter of Gwyn Hughes
Successfully bringing objections on behalf of a trust beneficiary and a replacement trustee of a large trust, against the prior trustee. After trial, the Surrogate’s Court, Putnam County, State of New York, entered a verdict of criminal and civil contempt against the prior trustee, surcharged him for substantial trust losses and awarded the beneficiary and the replacement trustee their attorney’s fees.
Estate of J. Seward Johnson
Representation of preliminary executrices in probate contest. After several months of jury trial, and before verdict, case settled with the trusts under the decedent’s will dissolved and the client-beneficiary receiving approximately US$ 350 million outright.
Confidential representations include:
- Successfully defending a major New York bank against objections filed challenging the bank’s actions as an estate executor, including objections to the bank’s decisions to sell substantial real estate interests. After a three-month trial before the Surrogate’s Court, Nassau County, the objections were dismissed.
- Representation of trustees of an approximately half-billion-dollar trust, in connection with litigating changes in the terms of the trust concerning investment discretion and commissions, as well as general advice on funding of distributions provided for in the trust instrument.
Not-for-Profit Practice [back to top]
The Firm advises major charitable and cultural institutions and private foundations worldwide.
The broad provisions of Chapter 42 of the Internal Revenue Code require detailed knowledge of and experience with the tax laws to advise private foundations properly today, and our representation of private foundations is coordinated by lawyers in our Estates and Personal Clients Group.
The Firm’s breadth of practice enables us to provide coordinated advice on virtually any legal issue that can arise for charitable organizations, including executive compensation, structuring of employer-employee policies and procedures, corporate organization and governance matters, real estate, environmental law, banking and investment matters and litigation.
Representative matters include: 9/11 Memorial & Museum
Representing the National September 11 Memorial and Museum in a contract dispute with the Port Authority of New York and New Jersey involving construction of the Museum.Anglican Investment Agency
Advising with respect to U.S. laws governing investment management and collateral matters. Associacao Brasil 500 Anos Artes Visuales
Advising in connection with an exhibition at the Guggenheim Museum in New York.American Friends of Jiangnan University
Advising with respect to incorporation and tax exempt status.The Andrew W. Mellon Foundation
Advising on general matters. College Entrance Examination Board
Advising on a wide range of matters including litigation, labor and employment, M&A, tax, regulatory and legislative. Advised CEEB in connection with a blue ribbon panel review of flagging SAT scores of those taking test with extended time disability rights. Columbia University
Successful representation of Columbia University and six leading global electronics and telecommunications companies against Compaq Computer Corporation, in what is believed to be the largest IP case ever filed, for willfully infringing 26 patents essential to the MPEG-2 digital video compression standard. Community Service Society
Representation of Community Service Society in an important case of first impression in the New York County Surrogate’s Court contesting a purported exercise of its variance power by the New York Community Trust. Dartmouth College
Successful representation of Dartmouth College in lawsuits brought by the Dartmouth College Alumni Association, and separately by a group of Dartmouth Alumni, challenging the structure and selection process of Dartmouth’s board of trustees. National Gallery of Art (Washington, D.C.)
Providing ongoing general, labor and employment and litigation advice since 1955. National Jazz Museum
Providing general legal advice in connection with the establishment of the National Jazz Museum in Harlem. The Pew Charitable Trusts
Providing advice with respect to the Barnes Foundation. The Prince of Wales’ Trust
Providing U.S. tax and corporate advice relating to the Trust’s U.S. affiliates. St. Thomas Church in the City and County of New York
Providing ongoing tax, real estate and labor and employment law advice since 1968. The Starr Foundation
Representation of charitable foundation in contested accounting. Three day bench trial resulted in judgment in favor of client of over $1 million, holding of criminal contempt against removed trustee, award of $150,000 of attorneys’ fees to be paid by removed trustee, and disbarment of removed trustee. The Trollope Society
Providing advice with respect to incorporation and application for public charity status. United Nations Fund for Population Activities (UNFPA)
Providing advice with respect to incorporation and tax exemption to solicit funds in the United States. The Vincent Astor Foundation
Providing general advice. The Washington Opera
Acting as general counsel.
Accolades [back to top]
Nobody speaks to the Group’s work better than our clients. Below are some recent client remarks: