Real Estate and Land Use

In real estate, we help open doors for clients.  We know the business, the market, and the legal moves needed to get deals made.  Our practice covers a wide expanse of commercial and residential real estate matters, including development, land use, purchase and sale transactions, financing, leasing, litigation, and title issues.

Our Real Estate and Land Use Group has substantial experience advising clients on everything from subdivision developments and condominium projects to manufacturing facilities.  We also assist with real estate lending and foreclosure of security interests when loans are in default.

For our clients involved in construction, we supply legal advice, help resolve claims, and assist in preparing construction documents.  Simply put, we have the capability to do whatever is needed to get projects off the ground and completed.   

Our areas of expertise include:

  • Acquisitions and sales
  • Adverse Possession
  • Assumption and rejection of leases in insolvency proceedings
  • Boundary and fence disputes
  • Commercial forcible entry and detainer actions
  • Commercial Landlord/Tenant disputes
  • Condemnation and just compensation
  • Condominium and Homeowners Association (HOA) matters 
  • Construction and design defect actions
  • Distressed real estate based loan workouts
  • Due diligence matters
  • Easements and licenses
  • Environmental contamination and remediation
  • Land use matters
  • Lease negotiations and documentation 
  • Lis pendens
  • Lot line adjustments and partitions
  • Partition actions
  • Property tax disputes and appeals 
  • Quiet title actions
  • Real estate based financing 
  • Real estate development
  • Section 1031 like-kind tax free exchanges
  • Section 363 sales and purchases in insolvency proceedings
  • Transaction and holding entity structuring

Representative Work
Qualified Tax Exchange
We recently assisted clients in performing negotiations, due diligence, and assisted them in the tax issues related to an IRC §1031 exchange to purchase an apartment complex.  The tax-free exchanges deferred in excess of $200,000 of taxes which would have been immediately due and payable.  We often assist our clients in tax-free exchanges of commercial properties, including warehouse, apartment, and agricultural properties.
Purchase of Environmentally Challenged Property
We have assisted clients in purchasing a shopping center that was near an environmentally contaminated site.  The center was purchased by several limited liability companies that we created for our clients, that allowed the clients to only have a portion of the center at risk for environmental contamination liability, thereby protecting the majority of their investment from such liability.
We commonly assist clients in lease negotiations and documentation for both landlords and tenants.  We recently structured a 30-year ground lease/option to purchase on a large industrial site, which allowed our client, the tenant, the option to terminate the lease with 60 days' notice if regulatory authorities prevented the property from being used for the intended purpose. We are presently assisting a client in a 75-year ground lease for a shopping center, the payments under such lease will be in excess of $20,000,000.
Our lawyers have handled condemnation matters for both landowners and government entities, including matters that progressed to trial.  In one case, one of our attorneys prevented the City of Portland from condemning and demolishing the Broadway Hotel for several years, allowing the client to seek financing to refurbish it.
Purchase of Business Property
We formed a limited liability company ("LLC") intending to buy an established restaurant, including the real property on which it was located. After forming the LLC, we negotiated and prepared the purchase documents. Because of various governmental restrictions and practical problems with the configuration of the property, we advised the client regarding a number of issues including set back issues, utility easements, and shared parking agreements. Because our client did not intend to operate the restaurant, but instead planned to lease it to an established operator, we assisted the client in negotiating the terms of the lease to the operator, and then prepared the lease, which included provisions contemplating the future remodeling of the restaurant by the tenant.
Property Tax Valuation
We represented the owner of a commercial building in a property tax dispute.  After preserving our client's rights by filing petitions with the Oregon Tax Court and the Board of Property Tax Appeals, we assisted the client in negotiating significant reductions in tax for rooftop telecommunications leases while preserving the building's favorable historical designation.
Section 1031 Exchanges
We have been involved with and successfully completed many IRC Section 1031 "like kind" exchange transactions involving real estate.  These types of transactions often defer significant income tax obligations that would otherwise arise from the sale of "relinquished" real estate by the taxpayer purchasing "replacement" real estate within a specific time frame.  For example, in one recent matter, we represented a client who sold a retail strip mall and a single tenant retail building (as the "relinquished" real estate) and purchased a manufactured housing park (as the "replacement" property) in a qualifying IRC Section 1031 "like kind" exchange transaction.  By structuring the transaction as a "like kind" exchange transaction, the client was able to defer approximately $1,000,000 in income tax obligations that would otherwise have arisen as a result of the sale of the retail strip mall and the single-tenant retail building.
Protecting Family Real Estate Interests
The Oregon Court of Appeals recently affirmed summary judgment in favor of Sussman Shank clients who own a controlling interest in a large Willamette Valley farm.  As part of a long-running family dispute, a partial owner of the property sought the partition and sale of the farm property.  We succeeded in obtaining a dismissal of the claim on the basis that the trust document did not give the trustee authority to seek partition and sale of the farm, and that his effort to do so was a breach of his fiduciary duty as trustee.

We also succeeded in defending against a minority interest holder's attempts to dissolve the family corporation, to force the sale of stock in the family corporation, and to gain control of the corporation through manipulative voting arrangements and leases.

Recovering Assets when a Borrower Defaults
We frequently assist clients with securing loans for real estate.  In the event a debtor fails to make payments, we often assist our clients with foreclosing on the real estate in order to recover the loan amount.
Land Use Appeal
We successfully represented a commercial retail client in a bitterly contested appeal of a land use application to expand the retailer's site.  The successful appeal quelled the commercial neighbor's attempt to completely close down our client's business.