Brown  michael

Michael O. Brown

Of Counsel


130 E. Randolph St.
Suite 3900
Chicago, IL 60601
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Fax: 312.985.5975
J.D., Chicago-Kent College of Law, Illinois Institute of Technology, Chicago, Illinois, 1983
B.A., Culver-Stockton College, Canton, Missouri, Sociology
State Bar Licenses

Michael O. Brown

Of Counsel

For more than twenty years, Michael O. Brown has counseled small business clients and real estate companies in the acquisition, planning, financing and development of residential, commercial and industrial properties. Michael continues to focus his practice in the areas of corporate, economic development; governmental incentive-based financing; real estate finance and real estate development matters.

As a member of the firm's Corporate Group, Michael advises clients on structuring and financing investment in commercial and industrial real estate and early stage growth businesses in the food service, healthcare and alternative energy markets.

Prior to joining the firm, Michael was senior counsel at the law firm of Masuda, Funai, Eifert, and Mitchell. Michael’s practice focused on the development of foreign investor based investment funds for the deployment of capital in real estate projects and key investment sectors. He also provided advice and counsel to clients in the planning, acquisition, financing and development of commercial, industrial and residential properties with a focus on site selection, land acquisition, annexation, easements (utilities) government entitlements, leasing, market based/nontraditional financing and construction matters. His primary clients included small to mid-size commercial businesses and retail developers (for profit/not for profit) and quick service restaurant owners in the development of retail businesses targeted for select markets.

Michael is also the Chief Executive Officer and managing member of Retail Equity Partners Holdings, LLC (REPH), a turnkey real estate development company focused on the development and construction of single tenant commercial retail. In July 2013, with the assistance of Clark Hill, REPH entered into a development agreement with Burger King Corporation to undertake the development and construction of Burger King Restaurants in target markets throughout the United States. In support of the development and construction of the restaurants, REPH created and designed an alternative funding structure that blends EB-5 financing sourced from Asia (China) with other traditional debt/equity financing. As of 2015, REPH has developed and constructed twenty two (22) restaurants with eleven (11) under development and construction. Approximately, Thirty Million and No/100 dollars ($30,000,000) in EB-5 funding has been sourced and invested in the Burger King projects. 

Additionally, Michael and other members in the Clark Hill Corporate Group have developed a breadth of knowledge and experience in representing clients in pursuing EB-5 direct and regional center opportunities with a focus on commercial development, healthcare and retail projects.

Michael is founding board member of Mercury Title Company, LLC and ATG Trust Company. He is a former Chairman and shareholder of Sable Bancshares, Inc., a community development financial institution. A frequent speaker and presenter on real estate issues, Michael has testified before Congress and the Illinois State Assembly on legislative matters related to community development finance and economic development matters.

Professional Activities:

  • Former Chairman and shareholder of Sable Bancshares Inc. (a community development financial institution)
  • Founding board member and member of Mercury Title Company (C/K/A Mercury Title LLC)
  • Founding board member of Guaranty Trust Company (an affiliate of Attorneys Title Guaranty Fund)

Board Activities and Speaking Engagements:

  • Testified before Small Business committee – United States Congress – 1988 (in support of New Markets Tax Credits Legislation – Federal)
  • Speaker – Federal Reserve Board of Chicago – Home Equity legislation – 2000
  • Testified before Illinois State Assembly, Local Government Com. – 2007 (in support of the enactment of Riverdale Development Authority)
  • Participating speaker at the “Retail Developers Seminar” for the Southern Suburbs 20xx
  • Served on the board and as past president of “Riverdale Redevelopment,” a South Suburban community development organization (affiliate of Heritage Community Bank)
  • Served as Chairman of the Board and executive officer of the “Greater Riverdale Industrial Project” – (affiliated with the Village of Riverdale)
  • Assisted small municipalities with analyzing potential development opportunities identified through the Cook County South Suburban Tax Reactivation Program
  • ”Foreign Investment in 2012” requested to speak at the AREAA annual conference



Represented development joint venture consisting of private equity firm and real estate developer for the development and construction of quick service restaurants throughout the United States

Represented fund in designing and structuring the real estate investment models to accommodate raising foreign investment capital to be blended with other investment incentives such as New Market Tax Credits, Tax Increment Financing and other incentive based programs

Provided legal representation to small business owners, regarding various corporate matters, including formation, contract negotiations and business sales/acquisitions

Represented commercial development client in the development of over 200,000 square feet of commercial retail strip centers located in the Chicago metropolitan area. Responsible for land acquisition, site planning/design; government entitlements; (zoning/incentives); analysis and procurement of project financing, and construction management. Utilized various economic development tools to improve profitability such as real estate tax rebates (class 8) and tax increment financing

Represented community development financial institution in acquiring $1,000,000 in tier 1 capital from the US Department of Treasury

Represented local municipality in the creation of a not for profit development entity to facilitate the development of a $500 million dollar comprehensive redevelopment plan to accommodate the acquisition and development of land for a multi carrier cargo development plan

Provide legal representation to several small business owners, developers and franchisees in the development of single site properties (gas stations and quick service restaurants) with a focus on land acquisition, annexation, easements (utilities) government entitlements, leasing and construction matters

Represented a private equity fund to establish an immigrant investor fund for the investment in real estate and/or mid-market with a funding goal of $100 million dollars

Provided advice and counsel to an Asian Investment Group in the development of a U.S. Department of Treasury Community Development Financial Institution (CDFI) for the purpose of establishing a community based financial institution

Represented a local municipality and economic development group in obtaining the first State of Illinois single community Redevelopment Authority with bonding authority of $200 million dollars

Represented and counseled a not for profit developer in the establishment of a development joint venture in the construction of a 96 unit Section 42 federal tax credit low income senior housing facility

Represented developer in the acquisition and development of 300 acres of industrial land in the southern suburbs of Chicago with a value of $20 million dollars. Coordinated the preparation of a redevelopment plan for the area targeting land acquisition; brownfield assessment/cleanup; site planning/design; development/ project finance; training /job creation with a goal of attracting environmentally safe and non invasive businesses to the industrial area

Represented investment group structure in the investment and assisted in raising $3,000,000 in capital to facilitate the acquisition of a community based financial institution