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Philip S. Boone, Jr.

Of Counsel

Philip (“Sandy”) Boone represents start-up and mature corporations, partnerships, and limited liability companies based in or seeking to conduct business in California. These companies are frequently involved in property management, restaurant and food service, manufacturing, retail, or technology.

Sandy often serves as outside general counsel to his clients, and in that capacity handles a wide array of issues from formation onwards, beginning with what kind of entity to form, what State to form it in, and how the new entity should be structured and governed.

In addition to ordinary business contracts and management issues, Sandy assists clients with shareholder and partnership agreements, employment, confidentiality, and non-competition agreements, mergers and acquisitions, financings, leases, purchases and sale of assets, cash-out transactions, corporate reorganizations, and contests for corporate control.

Sandy also represents shareholder and management groups as well as individual officers, directors, and officers.


J.D., University of California, 1977
B.A., University of California-Berkeley, Berkeley, California, 1973, Undergraduate Honor Society


Vice Chancellor, Episcopal Diocese of California

Chairman of the Board, Henry W. Sabin Zeta Psi Scholarship Fund

Member, Board of Directors of the Friends of the San Francisco Public Library

State Bar Licenses


Representative Matters:

  • Represented a privately-held software company in terminating its relationship with a venture capital firm, implemented a Buy-Sell Agreement, conducted a private auction, and ultimately a $100,000,000 buyout transaction
  • Represented a real estate developer in the sale of a $10,000,000 Southern California shopping center and the dissolution of subsidiary entities
  • Represented a high-tech clean energy company in a complex investment by a major California utility
  • Represented both Boards of Directors and minority shareholders in contests for corporate control, including negotiation of severance packages for key officers and directors
  • Conducted an internal investigation on behalf of a public company in connection with allegations of insider trading by members of the Board of Directors
  • Advised the majority owner of a California-based publicly-held company with respect to potential “going private” transaction