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Kobayashi, Karl K. Information

Kobayashi, Karl K.
ASB Tower Suite 2200 1001 Bishop Street Honolulu, HI
Phone: 808.523.2535
Fax: 808.523.0842
Website: http://www.carlsmith.com

SUMMARY

Current Employment Position(s)

Partner

Lawyer Overview

Karl Kobayashi currently serves as the Chairman of Carlsmith Ball LLP. In addition to his management responsibilities, he concentrates his practice in the area of commerical real estate with an emphasis on sales, acquisitions, leasing, financing and development. He also practices in the area of land use and zoning law and has represented clients in contested case and other regulatory proceedings before agencies such as the State of Hawaii Land Use Commission, the City and County of Honolulu Zoning Board of Appeals, the Maui Planning Commission and the Kauai Planning Commission. He has also represented clients in connection with other administrative trials and regulatory proceedings before State of Hawaii Public Utilities Commission, City and County of Honolulu Liquor Commission, the U.S. Customs Service, Federal Election Commission and the U.S. Immigration and Naturalization Service. Karl Kobayashi has also handled formation, maintenance, acquisition, merger and dissolution of various types of business entities (limited liability companies, corporations, and partnerships). He has also participated in and supervised dispute resolution proceedings (mediation, arbitration and litigation) on behalf of various clients and the firm.

Representative Matters

Sale of the Damon Estate's Industrial and Commerical Properties Represented former owner in connection with the $480 million sale of industrial and commercial properties located in Honolulu. Advised seller and its investment banker with respect to reviewing and organizing due diligence disclosure materials, conducting sale contract negotiations, preparing sale documentation, closing transaction and working on post-closing matters.

Sale of Ala Moana Center Represented former owner in connection with the $810 million sale of Ala Moana Center. Advised seller in all aspects of sale, including assisting investment banker with preparation of confidential offering memorandum, reviewing and organizing due diligence disclosure materials, conducting sale contract negotiations, preparing sale documentation, closing transaction, and working on post-closing matters.

Purchase of Resort Parcel at Kaanapali North Beach, Maui Represented buyer in connection with purchase of an approximately 40-acre parcel of land zoned for resort use. Assisted buyer with all aspects of sale including title, zoning and land use due diligence, preparation of purchase agreement and closing transaction.

Sale of Luana Hills Country Club Represented seller in connection with sale of the Luana Hills Country Club in Kaneohe, Hawaii, which included a large tract of undeveloped land. Represented client in all aspects of sale, including assisting commercial real estate broker with preparation of sales prospectus, review, organization and disclosure of due diligence materials, sale agreement negotiations, sale documentation, closing transaction and post-closing matters.

Peninsula at Hawaii Kai Assisted investor in connection with due diligence for large master planned residential marina project. Due diligence included land use and zoning review.

Victoria Ward Limited Served as Hawaii counsel in connection with the $250 million acquisition by General Growth Properties, Inc., of Victoria Ward Limited. Assisted with various acquisition issues including due diligence for title and survey issues.

Stock Sale Represented seller of closely-held construction products company in connection with sale of stock. Assisted client with all aspects of sale, including contract negotiations, organization and disclosure of due diligence materials, sale documentation, and closing of transaction.

Administrative Law and Regulatory Proceedings In addition to handling land use/zoning administrative proceedings, represented various parties in administrative trials or other regulatory proceedings before State of Hawaii Public Utilities Commission, Liquor Commission of the City and County of Honolulu, U.S. Immigration and Naturalization Service, Federal Election Commission, and U.S. Customs Service.

Real Estate Sales, Acquisitions and Leasing Represented numerous other sellers and buyers in connection with hotels, multi-family residential buildings, office buildings, and raw land for residential and golf course development. Represented both landlords and tenants in connection with single use retail, shopping center, office and warehouse leases.

Real Estate Financings Represented lenders and borrowers in connection with loan transactions including $325 million bridge financing facility and $120 million commercial real estate loan. Also assisted lenders with loan workouts, including "deed in lieu" transactions.

Real Estate Development Represented various developers, sellers and buyers in connection with land use and zoning approvals and due diligence reviews. Represented developers and others in connection with various Honolulu City Council proceedings. Also prepared public offering prospectus, subdivision registration and sales documents for residential projects. Represented several owners and developers of golf course projects.

Foreign Investments Counseled numerous foreign investors in connection with establishing business entities and subsequent U.S. investments. Work included choice of entity analysis, coordination with tax counsel, obtaining business/investor and immigration ("green card") visas, and compliance with foreign investment reporting requirements.

Dispute Resolution Represented clients or participated (on behalf of the firm) in mediation, arbitration and litigation proceedings, including oral argument before the Hawaii Supreme Court.

General Business Matters Represented numerous clients in connection with formation, maintenance, acquisition, merger and dissolution of business entities (corporations, limited liability companies and partnerships). Represented majority and minority shareholders in connection with shareholder disputes. Currently represents food retail company and wholesale food products company in connection with various distribution and trade regulation (including antitrust) matters. Currently serves as Hawaii counsel for Ala Moana Center.

Areas of Practice

  • Real Estate, Land Use & Hospitality
  • Project Finance
5% of Practice Devoted to Litigation

West Practice Categories

Business Organizations, International Law, Real Estate Law

Qualifications

Bar Admissions

  • Hawaii
  • U.S. District Court District of Hawaii

Education

  • University of Hawaii, William S. Richardson School of Law, Honolulu, Hawaii
  • University of Hawaii
    B.Ed. with distinction