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Professional Profile

Of Counsel, Dillingham & Murphy, 2001-present

Chair, Business Organization and Transactions Group

Member, Business & Commercial Law, Intellectual Property, Pacific Rim, Real Estate & Transportation Practice Groups

Principal, Law Office of John J Camozzi, 1992-2001

Corporate and Commercial Associate, McCabe Schwartz Evans Levy & Dawe, 1990-1992

Civil Litigation Associate, Crawford & Valerian, 1986-1990

Legal Experience

Mr. Camozzi is a business attorney providing private general counsel and transaction services to a diverse group of privately held technology driven companies in matters involving all phases of the business and product life-cycles including inception, emergence, growth, and maturity. Representative areas of expertise include

• Business and trade finance, including, private securities offerings, angel and institutional venture capital, debentures and convertible securities, secured and unsecured lending, letters of credit, capital equipment leasing and commercial real estate leasing.
• Intellectual property portfolio development, protection and management of patents, trademarks, service marks, trade dress, copyrights and trades secrets.
• Intellectual property strategic growth opportunities, including, introducing disruptive technologies to established industries, partnerships and joint ventures, joint research and development, licensing and sub-licensing, executive and senior technical employees and contractors, asset acquisitions, mergers, and business acquisitions.
• Product manufacturing and distribution, including commercial transactions for the purchase and sale of components, finished goods and integrated systems, single and second-source OEM’s, and distributor, reseller and sales representative networks.
• Divestitures and liquidity events, including, mergers, acquisitions, earn-outs, spin-outs, wind-ups and dissolutions.
• Nonprofit corporate governance and finance, including development and implementation of Carver Policy Governance boards.
• Complex business dispute resolution and litigation management.

Education

B.A., University of California, Berkeley, 1982

J.D., Golden Gate University, San Francisco, 1985

M.B.A., Golden Gate University, San Francisco, International Management (Banking) 1990

Bar Memberships

The State Bar of California, 1986

The Bar of the State of Hawaii, 1987

The Supreme Court of the United States of America, 1991

United States Court of Appeals for the Ninth Circuit, 1986

United States District Court for the Northern District of California, 1986

United Stated District Court for the Central District of California, 1997

United Stated District Court for the District of Hawaii, 1987

Peer Review Ratings

Martindale-Hubbell rated AV (1998 - present) for the highest levels of professional excellence and integrity.

Law & Politics Magazine and San Francisco Magazine rated Super Lawyer (2005 - present) for being in the top 5% of Northern California attorneys in the areas of closely held businesses, intellectual property, and mergers and acquisitions.

Affiliations

Chair, Partnerships and Limited Liability Companies Committee, State Bar of California, Business Law Section, 2001-2002, Member 1997-2005.

Chief Legislative Advocate, Partnerships and Limited Liability Companies Committee, State Bar of California, Business Law Section, 1999-2002.

Vice-Chair, Board of Trustees, Saint Mary’s College High School of Berkeley, Inc., 2001-2002, Member 2000-2006.

Member, Swiss-American Chamber of Commerce, 2002-present.

Director, Walnut Creek Chamber of Commerce, 1996-1999.

Select Continuing Legal Education Presentations and Publications

Continuing Legal Education Panel Member:

“Employment Law from A to Z in California, Restrictive Covenants and Multi-State Employees” Lorman Education Services, Rohnert Park, California (April 2004, 2005).

“Organizing & Advising Limited Liability Companies”, California Continuing Education for the Bar, San Francisco (February 2004).

Editor:

“Guide to Organizing and Operating a Limited Liability Company in California,” State Bar of California, Business Law Section (July 2002).

“General Partnerships (Ch. 15),” California Legal Forms, Matthew Bender (July 1998)

Author:

 “Personal Property Leases (Ch. 14),” California Transactions Forms - Business Transactions, Bancroft-Whitney (September 1997)

 “Dissolution and Termination of Partnerships (Ch. 20)” California Transactions Forms – Business Entities, Bancroft-Whitney (December 1996).

 “Fundamental Change in General Partnership Law Became Effective January 1, 1997,” Solo and Small Firm Practitioner, State Bar of California Solo & Small Firm Practice Section, Vol. 8, No. 1 (Spring 1997) p. 5.  Reprinted as “Fundamental Change in General Partnership Law Becomes Effective January 1, 1997,” Contra Costa Lawyer, Vol. 9, No. 12 (December 1996) p. 12; and, “Fundamental Change in General Partnership Law Takes Effect January 1, 1997,” Alameda County Bar Association Bulletin, Vol. 28, No. 1 (January 1997).

Select Legislative Advocacy

Senate Bill No. 399:

An act to amend multiple sections of the Corporations Code and to add and repeal provisions of the Government Sections to provide for the conversion of California corporations into limited liability companies, limited partnerships, or general partnerships, and to provide for the formation of a California corporation upon the conversion of a foreign or domestic limited liability company, limited partnership, or general partnership or upon the conversion of a foreign corporation.  Chapter 480 of the Statutes of 2002.

Assembly Bill No. 601:

An act to amend Sections 16601, 16602, and 16602.5 of the Business and Professions Code to restrict competition by the seller of corporation, partnership, or limited liability company business to the broadest geographic area in which the selling business was conducted.  Chapter 179 of the Statutes of  2002.

Assembly Bill No. 1970:

An act to amend Section 17942 and to repeal and add Section 17943 of the Revenue and Taxation Code to fix the annual gross receipt taxes imposed on limited liability companies and to eliminate the Franchise Tax Board’s authority to administratively impose annual increases on the gross receipt taxes.  Chapter 391 of the Statutes of 2001.

Assembly Bill No. 831:

An act to amend Sections 17001, 17050, and 17101 of the Corporations Code to permit single member limited liability companies. Chapter 490 of the Statues of 1999.

Citizenship

Mr. Camozzi is a citizen of the United States and Switzerland