Frank J. Carroll
CONCENTRATION
Frank is a senior shareholder of the Davis Brown Law Firm. As a member of the Business Division, he has a general practice in, but not limited to, business organizations and transactions, mergers & acquisitions and tax.
Frank's broad corporate experience includes negotiating acquisitions,
joint venture relationships and investments made by venture capital
firms. He drafts, reviews and analyzes contracts for businesses in
various industries and of various sizes. His practice also includes
planning tax consequences for taxable and tax-free acquisitions and
other numerous and varied business transactions.
Frank is a past president of the Iowa State Bar Association and has served on the Board of Governors. He is a member of the American Bar Association's Business Law and Taxation Sections, is the past chair the Iowa State Bar Association Business Law Section
and the Corporate Counsel Section and was highly involved in the Limited
Liability Company Committee in 1993 wherein the Iowa Limited Liability
Company Act was drafted. He was also involved in the For Profit Corporation Committee which reviewed amendments to the Iowa Business Corporation Act (2001-2002).
REPRESENTATIVE ENGAGEMENTS
- Represented a leading developer and manager of assisted living communities in two multi-million dollar joint
ventures with a REITs relating to the ownership and operation of an
independent living/assisted living project and a
memory care housing project respectively.
- Represented one of the largest energy holdings companies in the U.S. in a proposed multi-million dollar acquisition of a solar project and a wind farm.
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Represented one of the oldest commercial general contractors in the United States in a proposed sale of its construction business to leading international construction contractor.
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Represented a leading developer and manager of assisted living communities in the proposed multi-million dollar acquisition of a senior housing facility.
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Represented a leading injection and micro molding company in a buy-out of a private equity fund.
- Represented the second largest crop underwriter in North America,
in the sale of more than $1 billion in stock to a subsidiary of a
global publicly traded insurance company.
- Represented a leading developer and manager of continuing care,
assisted living retirement communities in the acquisition of
substantially all assets of a privately-held company with expertise in
continuing care retirement communities.
- Represented a national seed producer in the sale of its equity interests.
- Represented a leading RV manufacturer of Class A and Class C motor
homes in its acquisition of substantially all of the assets of a
manufacturer of towable recreational vehicles.
- Represented a Midwestern supplier of construction materials in the sale of its stock to a privately held company.
- Represented a manufacturer and marketer of soybean seeds and
products in the sale of some of its assets to a subsidiary of a large
chemical company.
- Represented a privately-held hybrid seed company in the sale of
substantially all of its assets to a subsidiary of a large chemical
company.
- Represented a developer of nutritional products in the sale of some
of its assets and intellectual property to a pharmaceutical company.
- Represented a frozen food servicing company in the sale of its assets to a subsidiary of Marzetti Foods.
- Represented senior health care facility in the sale of its assets to Foundation Properties.
- Represented a seed company in the sale of its various divisions to separate purchasers.
PROFESSIONAL RECOGNITIONS
- AV Preeminent™ rated by Martindale-Hubbell. An AV certification mark is a significant rating accomplishment - a testament to the fact that a lawyer's peers rank him or her at the highest level of professional excellence.
- Chambers USA, Corporate/M&A, Iowa Ranked Band 1, 2012
- The Best Lawyers in America in the areas
of Corporate Law, Mergers & Acquisitions Law and Tax Law. Frank has
been designated as a Best Lawyer since 1983.
- Great Plains Super Lawyers, Business/Corporate
- 2013 Corporate INTL "Corporate Law - Lawyer of the Year in Iowa"
- Best Lawyers' 2012 "Des Moines Mergers & Acquisitions Law Lawyer of the Year"
- Best Lawyers' 2009 & 2010 "Des Moines Corporate Law Lawyer of the Year"
PUBLICATIONS, SPEECHES & SEMINARS
- Co-Author: Section 6166: Preserving the Family Business or Family Farm through Estate Tax Deferral, 25 Drake Law Review 521 (1976)
- Co-Author: "Tax Implications Arising Out of Tax Free Recapitalizations", First Annual Heart of America Business Planning Institute 41 (1978)
- University of Iowa College of Law and the Business Law Section of the Iowa State Bar Association, Tax Aspects of Acquisitions, November 4, 2011, Iowa City, Iowa
- Association of Corporate Counsel, Iowa Chapter, The New Iowa LLC Act: Comparison with the Current LLC Act, June 18, 2009
- Polk County Bar Association, Summer General Practice CLE, The New Iowa LLC Act: Comparison with the Current LLC Act, June 5, 2009
- University of Iowa College of Law, 54th Annual Spring Tax Institute, Corporate and Partnership M&A Planning Opportunities and Pitfalls, May 2-3, 2008
- University of Iowa Business Law CLE, Tax Aspects of Acquisitions, November 7, 2008
- The Iowa State Bar Association, New Iowa Limited Liability Company Act Seminar, November 11, 2008
- The Iowa State Bar Association 2007 Nuts and Bolts Seminar, Choice of Entity, October 4, 2007
- Iowa State University, Agri-Sciences Commercialization Fellowship, Contracts & Developing Training Session, October 25, 2007, with Beverly Evans
- University of Iowa Business Law CLE, Indemnification Provisions in Acquisition Documents with Scott Van Vooren, September 28, 2007
- University of Iowa College of Law, Business Law CLE, Structuring Corporate Acquisition, October 6, 2006
- University of Iowa College of Law, Business Law CLE, Structuring Corporate Acquisition, Collateral Documents for Business Acquisitions, December 21, 2005
- University of Iowa College of Law, 51st Annual Spring Tax Institute, Nuts & Bolts Seminar, Choice of Entity, May 6-7, 2005
OF NOTE
Between undergrad and law school, Frank was a C.P.A. with Arthur Young. Additionally, he is an Adjunct Professor at Drake University College of Law, Business Planning and he also taught in the Masters of Tax Program at Drake University College of Law for six years.
PERSONAL
Frank and his wife, Marilyn, have three adult daughters. He was a member of the St. Louis University Golf team and still enjoys golf and tennis.
Memberships
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American Bar Association
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Iowa State Bar Association
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Polk County Bar Association
Alma Maters
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St. Louis University, 1969
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University of Illinois College of Law, 1973
Bar Admissions
Articles