Tom Parrott

                                         W. THOMAS PARROTT, III
                                                           Tom

Corporate and Limited Liability Company Law
Mergers & Acquisitions/Purchases and Sales of Businesses
Business Breakups, Shareholder and LLC Owner Disputes/Negotiation and Mediation
Fiduciary Duty Law and Counseling
Contracts and Business Transactions

        Tom has 37 years of experience in assisting entrepreneurs in growing their businesses.  His focus is providing corporate and business law services and advice on how to get entrepreneurial deals done.  Calling on skills developed in mergers and acquisitions work, he also has substantial experience in representing entrepreneurs in resolving shareholder or member disputes with their other owners, having handled dozens of those matters. 

         Tom is peer review selected for inclusion in the Best Lawyers in America ® global legal directory.   He also holds an “AV” rating from Martindale-Hubbell®, the national organization that rates lawyers by surveys of the opinions of other practicing lawyers as to a lawyer’s legal abilities and ethical standards.  “AV” is the highest rating available.  (search: Tom Parrott, McLean, VA at martindale.com, lawyers.com, and linkedin.com/in/tomparrottcorplaw).  

         He has lectured on business law matters for the Virginia State Bar, the Fairfax County Bar, the National Business Institute, the Virginia Society of Certified Public Accountants, and the United States Department of State.  He is a member of the American Bar Association’s Business Law Section, its Mergers & Acquisitions Committee, its Dispute Resolution Committee, and its Center for Professional Responsibility.  He is a member of the Virginia State Bar's Section of Business Law and its Joint Alternative Dispute Resolution Committee.

        Tom serves as outside company counsel to many of his clients, quarterbacking the handling of their legal matters.

         M&A:  Tom has represented companies in over 75 transactions for sales of businesses, purchases of businesses, or mergers of businesses, ranging in size from the low hundred thousands to over $100 million.

         Transactions and company governance: Tom has analyzed, negotiated, and documented many hundreds of business transactions and contracts, as well as many hundreds of corporate, limited liability company, and partnership matters, from start-up transactions to transactions over $100 million.  For numerous companies, he has handled the organization and structuring of their businesses and has advised upon and documented the relationships among the holders of the companies’ equity, and has advised many of their boards of directors and executive officers on an ongoing basis.

          Shareholder disputes, LLC owner disputes, and fiduciary duty counseling and representation:  Tom has represented numerous parties and companies in advising upon, negotiating, mediating, and documenting company split-ups and business breakups and the workout of shareholder disputes, LLC member disputes, and partnership disputes without the need for litigation.  Tom regularly provides guidance to his clients on fiduciary duty matters involved in such disputes, and has also supported litigators with corporate/LLC/partnership law expertise in such disputes that have to be litigated.  Tom has represented medical, distance education, commercial insurance, IT, government contracting, consulting, telecom, purchasing group, and 8(a) companies and their shareholders and members involving such workouts, resolution of shareholder disputes and LLC member disputes, company split-ups, and fiduciary duty matters, without the need for litigation in most cases.

            Tom has represented:

                           A government contractor manufacturing sophisticated antennas and peripherals in the acquisition of a leading-edge barcode – RFID technology company.

                           A start-up developing clean technology for substantially improving the efficiency and pollution-reduction performance of industrial engines using natural gas as their fuel.

                           A major D.C. – area printing and document management company in the development of facilities management agreements, and its key employees in the management buy-out of the company.

                           A leading D.C. – area commercial filter company in its sale to a publicly-held national brand U.S. filter company in a deal for stock and cash.

                            Traditional economy companies (contracting, plumbing, HVAC, refuse removal, parts distribution, auto body repair, office suites, food processing, trade school, and commercial filters), technology companies (software, hardware, IT, telecom, commercial website developers, distance education, training firm, security consulting, restaurant, and government leasing), and consulting companies and service companies (project management, medical, dental, electrical engineering and signal processing, actuarial, travel agency, and order fulfillment) with respect to mergers and acquisitions, roll-ups, contracts, corporate and LLC work, fiduciary duty matters, advising boards of directors, and workouts of shareholder disputes, member disputes, and company split-ups.

                            A minority member of an LLC government contractor in a dispute with the majority members in negotiating of the split-up of the company.

                            A leading D.C.-area construction management company in its sale to a publicly held government contractor.

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