David Gitman

Partner

David Gitman is a partner in Greenspoon Marder LLP’s Tax and Corporate practice groups with over 45 years of experience advising clients on the most complex aspects of transactional and tax law.

Mr. Gitman specializes in federal income taxation and the tax implications of high-value real estate transactions, including acquisitions, dispositions, private placements, syndications, joint ventures, and 1031 exchanges. He also addresses the complex property tax issues associated with transfers of interests in entities that own California real estate. Mr. Gitman’s experience encompasses the full lifecycle of business entities, from formation and operations to dissolution, with a specific focus on the tax and non-tax nuances of partnerships, limited liability companies, and corporations. He ensures his clients’ structures are optimized for both immediate objectives and long-term fiscal efficiency.

Mr. Gitman possesses deep experience in structuring sophisticated 1031 exchange and other nontaxable strategies. He is adept at navigating mixed-objective transactions, where owners within the same entity have divergent goals, such as one party seeking a taxable liquidity event while another requires non-taxable treatment.

Experience

Representative Experience

Represented a long-standing syndicated partnership client in a complex 1031 exchange involving multiple new investor offerings, multiple replacement properties, and new classes of separately syndicated partnership interests held through separate syndicated LLCs. Structured, documented and advised regarding the exchange, ownership restructurings, tax allocations, and related matters.
Represented multiple partnerships and LLCs, having some owners seeking to cash out and others seeking separate or combined 1031 exchange treatment. Structured solutions using, among other approaches, special allocations, installment note arrangements, entity divisions with separate classes of interests, and/or creation of tenancy-in-common ownership arrangements.
Represented clients in complex multi-step reverse 1031 exchanges. Structured and documented all tax and transactional components regarding the exchange.
Represented a client and her brother, as beneficiaries of substantial commercial real properties and securities held in two family trusts, in dividing those assets and separating their economic interests. Structured the division in a tax-efficient manner that aligned with each sibling’s investment goals.
Represented a client in restructuring and consolidating his direct and indirect ownership of multiple real properties. Planned and implemented the transactions in a tax-efficient manner, including without the imposition of California property tax reassessment, documentary transfer tax, or lender objections.
Represented one of two member groups of an LLC that owned multiple real properties acquired through successive 1031 exchanges in structuring a nontaxable separation, resulting in each group owning different properties directly. Designed and documented the separation as a form of partnership division.
Represented several clients in successfully reversing property tax reassessments of California real properties by rebutting “the presumption of the deed.” Demonstrated through documentation, factual support and legal argument that the legal titleholders owned no beneficial interests in the properties.
Represented multiple clients who raised investor capital through syndicated offerings to purchase real properties. Worked in coordination with securities counsel to address tax structuring and tax aspects of the investor offering.
Represented client who sponsor real estate syndications in structuring tenancy-in-common co-investments by large investors seeking to complete their own 1031 exchanges. Structured the co-investment in a manner that preserved the sponsor’s compensation rights and operational authority.
Represented a client who co-owned real property in Central America in a multi-tier joint venture with a developer to build a high-end luxury resort. Participated in the structuring, negotiation and documentation of the joint venture, the buyout of the other co-owner, and the anticipated equity syndication, and addressed various associated U.S. tax considerations.
Represented a client in its effort to obtain capital gain or 1031 exchange treatment with respect to the anticipated disposition of its real property that is suitable for the development of apartments and/or homes and for which entitlements have been pursued. Structured the ownership of the property and the strategic approach to achieving the tax objectives.
Represented a long-time multifamily residential property developer/owner in structuring the ownership of numerous Los Angeles-area properties in a manner that would position them, in possible future sales, to qualify for capital gain or 1031 exchange treatment, as well as to avoid imposition of the Los Angeles City “mansion tax” (ULA tax) and County property tax reassessment, with analysis tailored to each property’s acquisition history, ownership chain, and prior transfers.