Cliff’s diverse clientele include a full range of businesses from start-up companies to large corporations in a variety of industries including real estate and hospitality, professional services, technology, entertainment, oil and gas and publishing as well as non-profits and governmental agencies.  His work encompasses mergers and acquisitions; entity formations and divisions; fiduciary counseling; general corporate counseling; private equity offerings; venture capital and debt financings; and general contracting.

Cliff frequently acts as an outside general counsel and provides advice to executive officers and directors of public and privately-held companies and non-profits, a testament to the strong and lasting relationships he builds with his clients.

He is committed to providing cost effective, high quality legal services with an emphasis on providing practical advice based on an understanding of his clients’ business concerns. Cliff is also highly committed to community service and has held key leadership positions with several Austin-based charities.

  • Best Lawyers - Lawyer of the Year - Ernst 2018



Corporate & Business Transactions

  • Represented an oil and gas company from startup stage through recapitalization from a leading venture capital investor in oil and gas.
  • Represented a non-profit association of over 18,000 licensed professionals in revising bylaws and other governing documents.
  • Represented an entertainment company in connection with its restructuring including a major infusion of capital.
  • Represented national public relations firm in sale to multinational holding company.
  • Represented purchasers of large apartment complexes in private placements of limited partnership interests.
  • Represented state agency in formation and funding of multiple alternative investment vehicles.
  • Represented overseas manufacturer of power supplies in negotiations of supply contracts with large computer manufacturers.
  • Represented real estate partnerships in development agreement with governing bodies for 650-acre multi-use project.
  • Represented U.S. and Mexican owners of drug and alcohol rehabilitation facilities in a lawsuit settlement agreement involving significant restructuring of ownership positions.

Financial Services

  • Represented a financial services company in a dividend recapitalization which included borrowing under a syndicated term loan.
  • Served as fiduciary counsel to state board overseeing investment and administration of public and private funds.
  • Texas counsel to a publicly traded national homebuilder in connection with authority documentation and legal opinions for Texas subsidiary entities.
  • Represented publicly traded hospital corporation in commercial paper financing secured by accounts receivable of 17 operating entities.
  • Represented real estate investment partnerships in a series of real estate backed loans.

News & Publications


  • Speaker, Model Agreements for Closely Held LLC's, UT Law CLE, 29th Annual LLCs, LPs, and Partnerships Conference
    July 23, 2020
  • Editor and Author, Texas Limited Liability Companies Under the Business Organizations Code Forms and Practice Manual, published by Data Trace Publishing Company
  • Co-Author and Presenter, Model Company Agreements for Simple LLCs, University of Texas LLCs, LPs and Partnerships Seminar, Austin, Texas
  • Co-Presenter, Acquisition and Disposition of LLC's in Texas and Delaware, 17th Annual Course - Choice, Governance & Acquisition of Entities, Texas Bar CLE, Dallas, Texas
    May 24, 2019
  • Co-Author and Presenter, Using the Concept of Units in Operating Agreements for LLCs and Limited Partnerships, University of Texas LLCs, LPs and Partnerships Seminar, Austin, Texas
    July 2018
  • Co-Author and Presenter, Reorganizing a Failing Business, State Bar of Texas 15th Annual Advanced Business Law Course, Houston, Texas
    November 2017
  • Author and Presenter, Divisive Mergers: How to Divide an Entity into Two or More Entities Under a Merger Authorized by the Texas Business Organizations Code, State Bar of Texas Annual Choice, Governance & Acquisition of Entities Course, San Anto
  • Author and Presenter, Acquisitions of Professional Firms, State Bar of Texas 12th Annual Choice & Acquisition of Entities Course, San Antonio, Texas
    May 2014
  • Author and Presenter, Duties of Managers and Members of LLCs and Partners of Partnerships, State Bar of Texas Advanced Real Estate Course, San Antonio, Texas
    July 2013
  • Author and Presenter, Distributions, Profit and Loss Allocations and Tax Reimbursement Provisions - University of Texas LLCs, LPs, and Partnerships Seminar, Austin, Texas
    July 2012
  • Author and Presenter, 2012 Choice of Jurisdiction Considerations: Texas vs. Delaware, Recent Developments Regarding Fiduciary Duties in Unincorporated Entities and How They May Affect Choice of Jurisdiction and Drafting, University of Texas LLCs
    July 2012
  • Author and Presenter, Considerations Relating to Negotiating and Drafting Purchase and Sale Agreements, State Bar of Texas Choice and Acquisition of Entities in Texas Course, San Antonio, Texas
    May 2012

Honors & Recognition

  • Listed in Best Lawyers in America®, Banking and Finance Law; Corporate Law; Mergers &  Acquisitions Law; Securities/Capital Markets Law, 2010-2022
  • Listed in Best Lawyers in America® as Lawyer of the Year in Banking and Finance Law — Austin, in 2018
  • Listed in Best Lawyers in America® as Lawyer of the Year in Securities/Capital Markets Law — Austin, in 2017
  • AV® Preeminent™ Peer Review Rating, Martindale.com (2019-2023)

Community & Professional

  • American Bar Association; Business Law Section
  • State Bar of Texas Business Law Section, Member of Governing Council, Chair of Business Entities and Forms Committee, Member of Legal Opinions CommitAmerican Bar Association: Business Law Section
  • State Bar of Texas: Business Law Section
  • The Long Center for the Performing Arts (Past Chair, Board of Trustees)
  • Ballet Austin (Past President)
  • Austin Sunshine Camps and Young Men’s Business League of Austin (Past President)
  • Austin Business Committee for the Arts (Former Chair)
  • Headliners Club of Austin, Member
  • Knights of Austin Symphony Orchestra, Member


University of Texas, J.D., 1978 (Order of the Coif; First Place Team – Kemp, Smith Mock Trial)

Oklahoma State University, B.A., English, 1975 (Outstanding Graduate in College of Arts and Science 1975; Blue Key; Omicron Delta Kappa; Phi Eta Sigma; Student Senate)

Bar admissions

  • Texas
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