Brian C. Dunham
Brian provides common sense counsel to small and mid-sized, privately-held businesses. This includes organization of new business entities, contractual agreements and disputes, financing and employment matters, and purchases and sales of businesses and divisions. In addition, a significant portion of Brian’s practice involves representing developers, contractors, investors, landlords, tenants, and lenders with real estate and construction matters. Brian also has experience in the areas of public agency and utility law, as well as estate planning and administration
- Lead counsel to sole shareholder and C.E.O. in seller-financed stock sale of home products manufacturer and retailer with over 200 employees and locations in 10 cities throughout the Midwest.
- Local counsel to Pennsylvania-based borrower with multiple Ohio plants in $150+ million credit facility, acquisition of adjoining real property, and effecting merger under Ohio law.
- Outside general legal counsel to Northern Kentucky utility and public agency that serves approximately 300,000 customers in multiple counties.
- Lead counsel to Cincinnati-based business in its acquisition of privately-held businesses as part of strategic plan to expand its multi-state footprint and lines of products and services.
- Lender’s counsel to five local or regional banks in Ohio and Kentucky for commercial real estate loans from $50,000 to $15 million.
- Developer’s counsel for the development of a master planned development in Northern Kentucky containing professional and residential condominiums and retail facilities.
- Counsel to 50% owner of Ohio real estate investment business made up of six LLCs holding approximately 75 apartment units, parking lots and garages, and a downtown office building in his separation with the other 50% owner, which included advice on significant partnership tax issues.
- Seller’s counsel in $18.1 million sale of two-building office/warehouse portfolio containing 218,550 square feet.
- Developer’s counsel for redevelopment of a 15-story office building in downtown Cincinnati into 88 apartments and four stories of offices, which included financing through a HUD program, City of Cincinnati grants and loans, and federal and state tax credits.
- Counsel to local hospital in its lease of multiple build-to-suit medical office buildings in Kentucky and Ohio.
- Developer's counsel in its development and ongoing leasing of neighborhood shopping centers in Greater Cincinnati.
- Developer/sponsor's counsel in client's issuance of equity In a limited liability company organized to invest in office and industrial real estate projects.
- Investor's counsel in a fund established to acquire and redevelop underperforming retail properties.
- Counsel to global developer of logistics warehouses and distribution parks in its sale of real property.
- Counsel to real estate developer and investor in the organization of a family limited liability company and transfer of interests to his adult children.
- Counsel to parents in the establishment of a special needs trust for disabled child.
- Counsel to parents in establishing trusts and LLC that maximize step-up in tax basis for significantly depreciated real estate, avoids probate, and treats children who do not work in family business equitably compared to those who do work in the business.
Memberships & Affiliations
- Kentucky Bar Association
Business Law Section, Former Chair
Business Corporation Act Task Force, Committee Member responsible for drafting revisions to KRS 271B.6-270 of Act
- Northern Kentucky Bar Association
Business and Tax Law Section, Former Chair and Treasurer
- Cincinnati Bar Association
Real Estate Law Section, Member
Business Law Section, Member
- American Bar Association
Business Law Section, Member
LLCs, Partnerships and Unincorporated Entities Committee, Member
- Home Builders Association of Northern Kentucky
Commercial Council, Member
- Kenton County Planning Commission, Member