Portrait of Max McCauley

Charles "Max" A. McCauley, III

Principal

Charles (“Max”) A. McCauley III is a principal attorney of Offit Kurman’s business law and transaction practice group with extensive business experience. He is regarded as his clients’ outside general counsel. On a daily basis, he provides legal advice and business advice and assists his clients in making complex business decisions as a valuable member of their team. His extensive business, corporate, tax, employment, real estate, and litigation experience assists clients in achieving their objectives. Clients rely on Max to use litigation as a key resource to achieve their business objectives, as and when needed. This blend of experience uniquely qualifies Max to provide steadfast counsel to businesses on all legal issues they face.

Max’s Transactional Experience Includes:

  • Acquisitions (leveraged and non-leveraged)
  • Sales (assets and equity)
  • Contracts of all types and purposes
  • Financing and refinancing of debt
  • Real estate acquisitions and management
  • Federal and state tax planning, audits, advocacy, and appeals
  • Succession and estate planning and estate administration
  • Employment litigation and advice

Max’s Litigation Experience Includes the Following:

  • The first chair of trials in state and federal courts
  • Appearances in administrative matters
  • Managing outside counsel

Prior to joining the firm, Max practiced at a Delaware law firm. In this capacity, he focused on litigation and advisory matters relating to Delaware corporations and alternative entities, including counseling corporations and other entities and their directors and members on corporate governance and fiduciary duties, mergers and acquisitions, poison pills, appraisal cases, books, and records demands, stock option grants, tax matters, and trust litigation.

Max has served as General Counsel for a multinational group of nine businesses spanning the healthcare, information technology, manufacturing and international industries with hundreds of employees in numerous countries and offices in King of Prussia, PA, USA and Shanghai, China. He has also served as outside in-house counsel to businesses in the trucking, warehousing, stone, real estate development, medical services, and telecommunications industries.

Before becoming a lawyer, Max managed his family's trucking and warehousing business in Western Pennsylvania.

He is viewed by many of his clients as their outside general counsel and has proven to be a valuable resource and reliable member of their teams. Max is accessible and responsive to his client's needs, whether to answer a simple question or advise on complex litigation or transactional issues.

"To Max, thank you for leading us through every step of this process. For negotiating settlements, broker agreements, closing timeframes, and relationships with both those on the seller and buyer side.

You committed to steering us through this and have simply refused to disappoint regardless of the challenges and last-minute issues that popped up. You found a way to work with our [adversaries] productively and to negotiate with the buyer's side when it seemed almost impossible. We know you've worked day and night, weekends and vacations, to get us to the finish line. It is impossible to underestimate the role you have played."

— Client

    Education

    • Villanova University Charles Widger School of Law (LL.M.)
      • Tax & Estate Planning Certificate
    • Villanova University Charles Widger School of Law (J.D.)
    • Villanova University (MBA)
    • Pennsylvania State University (B.S.)
      • Finance

    State Bar Admissions

    • Delaware
    • Florida
    • New Jersey
    • Pennsylvania

    Court Admissions

    • United States Tax Court
    • United States Court of Appeals for the Third Circuit
    • United States District Court for the District of Delaware
    • United States District Court for the Eastern District of Pennsylvania
    • United States District Court for the Middle District of Pennsylvania
    • United States District Court for the District of New Jersey

    Professional Affiliations

    • Media Youth Wrestling, President, 2016-2018
    • Media Youth Wrestling, Board Member, 2013-2020
    • The Rose Tree Colts, Board Member, 2013-2016
    • The Walden School, Board Member, 2003-2013 (Board Chair, President, Finance Committee Chair)

Avoiding an Adverse Tax Impact on Death of an S Corporation Shareholder

One of the main reasons to consider a partnership for owning a business rather than an S Corporation is the adverse impact upon death if the business is held by an S Corporation...

Read Full Article Here
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