Since 1993, I have represented hundreds of businesses and individuals in a variety of industries – start-ups (tech and non-tech), real estate brokers, fast-food and slow-food restaurant owners/franchisees, mortgage brokers, real estate developers, homeowners (both in and out of trouble), yoghurt shops, big data, food manufacturers, distributors, advertising/media agencies, jewelers, wineries, clothing stores, bars, doctors, dentists, plumbers, other lawyers, acupuncturists, daytraders, roofers, scientists, bicycle shops, aerobics studios.
Prior to establishing David Herzog Legal, I was an attorney at Pinnacle Law Group in San Francisco, where I continued my representation of clients in business, real estate, tax, and intellectual property matters. Before joining Pinnacle, I worked with firms in Oakland, Alameda, Fremont, as well as San Francisco. Working with different demographics in the San Francisco Bay Area has given me a comprehensive view toward reaching a client’s specific goals. No two clients, or solutions, are the same.
My sub-specialty in tax was firmly established when I received the California State Bar’s certification as a tax specialist while working with Karen Hawkins, a nationally-recognized leader in tax controversy. I have advised and represented taxpayers (individuals and businesses) in their disputes and settlements with federal, state, and local agencies.
I earned my law degree at Golden Gate University. Prior to law school, I earned a Masters Degree in Creative Writing from Johns Hopkins University, wrote resumes for professionals and trades people, jumped out of an airplane (not tandem), worked on the floor of the Toronto Stock Exchange as a post-boy, and showed my pet Dalmatians – one (named Zelda) to her championship.
I enjoy weightlifting, biking Oakland’s Lake Merritt, geeky gadgets, the latest apps, audio books, my family, 5-Star Yelp reviews, and Pandora. I grew up in the Toronto-Niagara area of Canada; here’s an excerpt from the report card written by my Kindergarten teacher in Canada, which still holds true: “David talks constantly. He appears interested in all our work and is always enthusiastic and helpful. He is inclined to be saucy.” Words to live by.
I provide individuals, startups and small businesses with their go-to lawyer for all-things legal, from formation advice, to contracts, to funding and financing, corporate governance and operations.
My approach is no-nonsense, up front, and direct. That way, you can make informed decisions about your company, and explain it to your employees, vendors, and investors or partners.
My State Bar certification in tax means that you have a business advisor who also understands tax structures and personal income tax issues. You’ll also have access to trademark and copyright protection advice with my extensive experience in intellectual property matters.
Represented California food manufacturing company as the target in a multi-million dollar acquisition.
Represented a local SF Bay Area real estate company in purchasing one of the five largest SF Bay Area real estate brokerage companies.
Represented company in its negotiation of the installation of a solar panel field to generate energy for its facility.
Represent a big box liquor store retailer in its commercial leasing.
Advised and represented company in complex and intensely negotiated international representation/finders fee agreement.
Formed hundreds of entities.
Represented various businesses in obtaining friends, family, angel and VC investments.
Drafted complex Terms of Use for high-exposure websites.
Represented LLC member in contentious partnership breakup.
Represent challenged taxpayers in becoming compliant with local, state, and federal taxing agencies.
Prevailed in representing a company against the California Employment Development Department in dispute over characterization of worker as independent contractor or employee.
Represent taxpayers in Offers in Compromise.
Advise taxpayers on tax consequences of foreclosures, short sales, and deeds in lieu.
Advise foreigners regarding investment and work visas.
Pacific Union International
U-Sushi
Yoppi Yogurt
Burger King Franchisee
ODE Magazine
TickerMine
A Caspian Production
Royce Printing
Simply Gorgeous Day Spa
Slow Girl Foods
streamlinevents
Heist Projects
Hutch Restaurant (Oakland)
Will a #Corporation truly insulate you from liability? Answer, along with so much other #smallbiz information: http://t.co/nbeQhA3Nfp
Stop wasting money on #corporations and #LLCs you don't need. Some great information here http://t.co/P2YhB3K22X
Check out this new 5-Star review of me on @yelp http://t.co/Le8v0EpddA
Check out this new #informationhub for #businessentity choices http://t.co/LfdGWECbPM #RSI #businesstips #smallbiz
Solid #SEO info on this @agentsofchange podcast http://t.co/8U2UqRcDi4 Thank you @therichbrooks Consider an SEO Tip of the Week segment.
@therichbrooks Great @agentsofchange Podcast with @thetimhayden on mobile marketing; I learned a lot http://t.co/wCu9RZ24RC
innocent #shareholders' receiving large #dividends are liable for unpaid insolvent #corporate #taxdebt http://t.co/cgKwxc2dUE
#hobbyloss an ordinary loss for this #horsebreeding couple with a #profit motive #taxes http://t.co/lRXqXBj1i7
Bank deposits used to reconstruct income. #IRS wins. Lesson? Keep good #tax records. http://t.co/Hc2BCKRnrb #Taxpayers #smallbiz
@therichbrooks Podcast Ep 82 of #tmap well done; lots of great tips, and was pleased by the call out.
Your #trademark for #wine does not protect you from their #USPTO application that sounds like yours for apple juice: http://t.co/CkCBFsSR19
If you want to take a #deduction for #alimony, you need to have a written FINAL agreement with specific provision http://t.co/IwvJIDYg4Z
A #mortgagebroker is not engaged in a trade or business like a #realestatebroker for #taxes http://t.co/KrJplaLxYc
@therichbrooks You too -- enjoying your podcast #tmap lots of good information.
Check out Anna C.'s review of David Herzog Legal on @yelp http://t.co/kJLeywcZWe
#taxpayers entitled to #taxdeduction for #mortgageinterest where name not on title but living in property http://t.co/NuqLuK4DkW
A fun and instructional 3-minute #video re #partnerships #howto #legal #smallbiz http://t.co/qqe9LYAcHn
#bitcoin is treated as property under #taxlaw. Receipt of #virtualcurrency for #services is #income. http://t.co/4fMteE8MmL
At last! My next video: http://t.co/w4cpfP3mrf Buying and selling a #smallbiz #legal #video #instruction
#taxcourt allowed #taxpayer Ramirez to treat part of his income as #selfemployment allowing him to take #deductions on #taxform Schedule C.
#IRS below-the-radar #penaltyabatement program for first-time #tax late filers/payors http://t.co/qdafP70E
You cannot deduct a #taxloss from the sale of your primary residence #taxes #taxpayers
#IRS is allowed to apply your personal #taxrefund to past #payrolltax obligations of your company.
Extension of time to file #taxes is not an extension of time to pay. There are #taxpenalties for both. #irs #ftb
Reminder to Register for my informal roundtable in SF: Entity Choice for Startups and Small Businesses http://t.co/OtFnrOVU
#Employee still taxed on value of exercised #options even where #biz went #bankrupt 6 months later http://t.co/tcnSXoJe #taxes
Register for Entity Choice for Startups and Small Businesses #constantcontact http://t.co/OtFnrOVU
Entity Choice for Startups and Small Business #constantcontact http://t.co/Fh1NrvuJ
#selfemployed #taxpayer contribution to retirement plan does not reduce #self-employment #tax, just #incometax http://t.co/JY7Alrhf
Do you have experience in finding good-fit fiscal sponsorships for fledgling non-profits? Please contact me if you do.
My latest #food&beverage client opens its first #sanfrancisco shop TODAY - customized sushi at U-Sushi on Market http://t.co/mooR8CWh
#Nonprofits save your setup expenses and consider paying a #fiscalsponsor while you incubate. #startup #legal #corporation #advice
Husband beats wife. Wife cheats on taxes. Husband is #innocentspouse. Penalties! Bad Faith!! #taxcourt drama!!! http://t.co/hHXY6IvJ
#IRS has reopened its #offshore voluntary disclosure program, or #OVDP, may close it at any time http://t.co/BmVNxJHV
Your home #mortgage #lender in #California cannot chase you for #deficiency on a #shortsale. CCP 580e. #legal #realestate #loan #consumer
Adjunct #professor teaching online found to be an #employee http://t.co/6QG22Nr, not #independentcontractor http://t.co/fIoOfot #taxes
Watch this video http://t.co/KtCafQ5 to see if your #smallbiz or #startup should be an #LLC.
#horsebreeding not just a #hobby for couple who seriously tried to make a profit http://t.co/JAkRvNQ Also, see http://t.co/w7n6kOJ #taxes
If #IRS has waited almost 10 years to start #taxcollections from you, don't file an #offerincompromise. Wait it out, #taxpayers.
ATTN STRUGGLING #EMPLOYERS: The #taxpenalty for not paying employment #taxes to #IRS is 100% of the tax! #taxes #smallbiz #advice #officers
#taxdeduction for #theftloss rejected where #ponzischeme victim still had chance of restitution http://t.co/ISJhcad
Honest but unfortunate #taxpayer discharged #taxes in #bankruptcy. http://t.co/QjUyzbH. She filed years ago, but did not pay.
An #LLC in California make sense for #smallbiz grossing less than $250k/yr. #entrepreurs #startup #FTB #bizformation #advice #entity
#smallbiz and #startups: Keep your #CPAs close, but not *too* close, to avoid accuracy #penalties on #taxes. http://1.usa.gov/jWaUKt
Thorough roadmap from #taxcourt on accepting #offerincompromise http://1.usa.gov/kGolI5 #Taxpayers keep records!
#startups be careful when characterizing advances as #loans instead of #equity; IRS will reload if undercapitalized #smallbiz #taxes
The success of the #Rapture, with lessons for your #brand http://t.co/twflxaO via @AddThis #branding #entrepreneurs #emergingbiz
#theftloss #deduction disallowed where #taxper claims his gf tricked him to make #charitablecontributions http://1.usa.gov/lOWGMn #taxes
I'm going to a Meetup with Service Providers Focused on Tech http://meetu.ps/ljhH
#insolvency exception to #taxes on #income for #creditcarddebt forgiveness may save you http://1.usa.gov/14Alcg
#Founders: Don't use your #startup #equity as #compensation; there are alternatives. #entrepreneur #advice #emergingcompany
RT @JamesJetsOften: #Sage #business #entity #advice from @dherzogesq. The illustrations rock. =) http://tinyur… (cont) http://deck.ly/~JEB2h
California #llc gross receipts fee is in addition to $800 FTB fee, and applies even if LLC is taxed as a #corporation. #smallbiz #taxes
50/50 #partnerships are asking for trouble at inception. #smallbiz #entrepreneurs #corporate
#IRS is still forgiving penalties for late filers and payors, but it's much tougher than back in the day. #taxes #tax
Maintain your records for #taxes, or at least be able to prove you have the thing you say you bought. Case in point: http://1.usa.gov/mhlour
#Lawfirm #workers were #employees not independent contractors, subjecting it to #employment #tax http://1.usa.gov/mmIdNz #taxes
#smallbiz and #startups don't talk to anyone without an NDA tailored to your deal. #tech #entrepreneurs
ATTN #taxpreparers: Don't mess with the #IRS: http://1.usa.gov/iD8GB9. Karen Hawkins at OPR is on it!! #taxes #CPA
LLCs can choose to be taxed as an S Corporation, which can save in #taxes. #smallbiz #entrepreneurs #startup
Forgiveness of qualified #realproperty business #debt turns ordinary income #taxes into #capitalgains; "qualified" = purchase/improved.
Beware of advertisers who pose as government agencies to entice #smallbiz to contract for #corporate compliance services.
#founders of #startups be sure to set #equity aside for your #incentive pool early on in your formation #smallbiz #ceo #entrepreneurs
#Entrepreneurs forming entity for existing #smallbiz is step 1. Assets, debts, payroll, leases, etc need to be transferred to new corp.
$1,000,000,000 in debt; anyone want to supplement their DVD collection? http://t.co/W2J9PJi
VC's soured loan to biz associate qualified for bad debt deduction #tax #taxes http://1.usa.gov/fqxqOY #baddebts #deductions
Include #foreignrealestate in your #taxamnesty disclosure only if the #realestate produces income. #tax #taxes #FBAR
An extension of time to file your taxes is not an extension of time to pay #taxes.
When Too Much Entrepreneurship Is A Bad Thing http://t.co/OHGrXOt via @businessinsider Message: EXPERIENCED BELIEVERS WANTED!
Ten Secrets of Successful Business to Business Selling http://t.co/tURGSqq via @BusinessTalk #entrepreneurs
Companies that 100% own subs doing biz in CA may have to register ParentCo with CA Secretary of State #smallbiz.
No two deals are the same. The devil, and the attorney fees, are in the details. #entrepreneurs #smallbiz
Reviewing a contract frequently and usually takes longer than writing it. You've been warned. #smallbiz #entrepreneurs
I'm going to a Meetup with San Francisco Entrepreneur Meetup http://meetu.ps/lyz9