Ben Berk regularly advises clients on partnership, corporate and international tax matters, focusing on private equity, real estate, and hedge funds. Mr. Berk negotiates, drafts and structures partnership and limited liability company agreements in fund formation and other transactional matters, both for sponsors and investors. He advises foreign and tax-exempt investors in connection with private equity and real estate investments, including structuring transactions to minimize US tax exposure through leveraged blocker structures and REITs. Mr. Berk also advises clients in structuring equity compensation arrangements in partnerships and limited liability companies, including profits interests. In addition, Mr. Berk co-authored a book entitled California Limited Liability Company Forms & Practice Manual.

Mr. Berk represents institutional investors in private equity and real estate funds. He is one of the leading lawyers in the US representing such investors, having reviewed and negotiated with hundreds of such funds.

Experience

  • Real estate fund sponsor in drafting limited partnership agreement for US$400 million real estate fund. 
  • Real estate fund sponsor in drafting and negotiating fund documents for real estate fund to construct single family residences. 
  • Real estate fund sponsor in drafting limited partnership agreement for real estate net lease fund.
  • Venture capital fund sponsor in drafting series limited partnerships to make secondary investments in venture financed companies. Also structured and drafted sponsor LLC arrangement.
  • Investment bank in structuring and drafting fund documents for employee co-investment fund.

  • Australian superannuation funds in investments in various private equity funds and co-investment vehicles.
  • Major public university in investments in various private equity and hedge funds.
  • Tax exempt foundation in investments in various top tier venture capital and real estate funds. Advised on private REIT and related unrelated business taxable income issues.
  • Investment manager in negotiating buyout of partners and related transactions.
  • Principal of new venture capital fund in connection with formation of new fund.

Perspectives

Qualified Opportunity Zones
Alert
Tax Reform Implications for the Real Estate Industry
Arnold & Porter, San Francisco, CA
Overview of the Tax Cuts and Jobs Act
Advisory
IRS Proposed Regulations Curtail Management Fee Waivers and Impact Taxation of Profits Interests
Arnold & Porter Advisory
Q&A With Arnold & Porter's Benjamin Berk (pdf)

Tax Law360

Recognition

Best Lawyers
Private Funds / Hedge Funds Law (2012-2019)
Tax Law (2012-2019)
Northern California Super Lawyers
(2004-2018)
The Legal 500 US
US Taxes: Non-Contentious (2017)

Credentials

Education
  • LLM, Taxation, New York University School of Law, 1981
  • JD, University of California, Hastings College of the Law, 1980
  • BA, University of California, Los Angeles, 1977, cum laude
Admissions
  • California
Activities
  • State Bar of California, International Tax Committee

  • American Bar Association, member of Section on Taxation, Committee on United States Activities of Foreigners and Tax Treaties; former co-chair of Committee on Tax Treaties

  • Golden Gate University LL.M. program, former adjunct professor of international tax

Overview

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