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The talent

Brett G. Evans

Securities, corporate, mergers and acquisitions, energy and tax. Thirty years in and around the securities industry, most of it spent on the unglamorous side of the paperwork, which turns out to be where the answers are.

The real one.

Below is the biography, told in the order it actually happened.

Brett G. Evans, attorney at Evans Law, PC.

Brett G. Evans

Attorney · Evans Law, PC · Tustin, CA

  • In securities since 1995
  • LL.M. Taxation U. Washington, 2005
  • J.D. / M.B.A. U. Utah, 2004
  • B.A. UC Berkeley, 1999
  • Law review Note & Comment Editor, Utah Law Review
  • Bar State Bar of California
  • Courts N.D. / C.D. / S.D. Cal.; 9th Cir.
  • Former licenses Series 7, 24, 63 (previously FINRA registered)
  • Memberships SIFMA C&L Division, REISA, TNDDA
Advertising dept. — note in margin

We proposed calling this a trading card. Legal asked what the back would say. We said “career statistics.” Legal asked what a career statistic is. The conversation deteriorated.

  • 1995 — Orange County

    Operations and compliance, independent broker-dealer

    The securities career starts at the bottom of a large independent broker-dealer. Working alongside the chief compliance officer, he researched current and potential arbitration claims in support of outside counsel, investigated and responded to customer complaints, and reviewed trade reporting. Everything that later becomes a legal argument starts as one of these three things.

  • Grubb & Ellis Realty Investors

    Securities counsel and vice president of private programs

    Worked between the acquisitions team, the affiliated broker-dealer and outside securities counsel to produce offering material with a focus on full and fair disclosure, and assisted with broker-dealer compliance including review of marketing material and external communications.

  • Texas Energy Holdings, Inc.

    General counsel and chief operating officer

    A vertically integrated, Inc. 500 oil and gas company drilling and operating primarily in Texas. Worked on all acquisitions — oil and gas leases, major equipment, buildings and land — and drafted all private placement memoranda for drilling and production syndications during a period in which assets under management grew from $10 million to over $100 million. Also oversaw corporate controls and policies and managed litigation risk for affiliated companies and joint ventures.

  • Immediately before the firm

    Chief executive officer and chief compliance officer, FINRA member firm

    Formed the firm, obtained FINRA membership, and ran it — legal, compliance, strategic direction and due diligence on offerings — focused on investment banking and bringing investments to the independent broker-dealer channel. Also provided contractual due diligence for a top 50 independent broker-dealer and advisory services to other investment management companies.

  • Now — Evans Law, PC

    Counsel to the people on all sides of that story

    Corporations, asset management companies, securities issuers, broker-dealers, investment advisers, registered representatives and other financial industry participants — in securities offerings, arbitration and litigation, broker-dealer and investment adviser regulation, compliance, due diligence, securities investigations and enforcement, and a broad range of transactional matters.

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Representative matters

Work, described accurately.

These are categories of matters handled over a career, stated the way the firm states them.

Transactional

  • Structured and/or drafted more than $1.7 billion in private placement offerings and joint venture transactions in energy (drilling, production, minerals and renewable energy), real estate (office, multifamily, healthcare and retail) and debt offerings.
  • Acquisitions and dispositions in excess of $130 million, including producing and non-producing oil and gas leases in Texas, drilling and work-over rigs, supporting infrastructure, mineral sales and leasing in California, Utah and Texas, a corporate buyout of a majority shareholder, and multifamily properties in San Diego County.
  • Negotiated a corporate line of credit in excess of $50 million for a private oil and gas company.
  • Engaged to provide contractual due diligence for independent broker-dealers, and served as an independent external due diligence committee member for an independent broker-dealer.
  • Engaged as underwriter’s counsel on the initial public offering of an international company.
  • Completed FINRA-approved formations and changes in ownership, control or business operations for multiple broker-dealers.
  • Drafted operating and partnership agreements, letters of intent and memoranda of understanding, term sheets, investment banking agreements, managing and soliciting broker-dealer agreements, solicitor and investment adviser agreements, and subscription agreements and purchaser questionnaires.

Arbitration, litigation and regulatory

  • Cooper Tr. DTD 10-05-2000 et al. v. Parmigiani, 746 F. App’x 618 (9th Cir. 2018) — appeal of a district court’s sua sponte remand to California state court; appeal granted, reversed and remanded.
  • Strong v. Cochran et al., U.S. District Court, Utah (2019) — defended against a motion for summary judgment on claims under various state securities laws; summary judgment denied.
  • Dismissal of a key sales executive in an SEC investigation of alleged sales practice and disclosure violations involving an oil and gas securities offering.
  • Denial of all claims in the first full-cycle DBSI claim in FINRA arbitration, jointly representing the broker-dealer and registered representative.
  • Dismissal of a registered investment adviser and registered representative in a DBSI Private Actions Trust case with no settlement funds provided to the plaintiff, U.S. District Court for the District of Delaware.
  • Dismissals of a broker-dealer, a registered representative and a due diligence analyst in alternative investment arbitrations prior to hearing, with no settlement funds provided to the claimant.
  • Dismissal of federal and state wrongful termination, discrimination, retaliation and harassment claims against an employer in U.S. District Court in California.

Selected speaking engagements

Topics have included energy taxation and offering structure, private placements under FINRA Rules 5122 and 5123, the JOBS Act and the end of the prohibition on general solicitation, oil and gas program and sponsor evaluation, due diligence practices, direct participation program marketing obligations, and real estate private placement disclosure and structure — for REISA, Mick & Associates symposia, NAIBD and TICA between 2008 and 2013.

That is the biography.

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Footnotes

  1. All biographical facts, credentials, representative matters and speaking engagements on this page are taken from the firm’s own website at bgelaw.com and are reproduced in substance, not verbatim.
  2. Representative matters are descriptions of work performed and are not a prediction or guarantee. Results depend entirely on the facts and law of each matter.
  3. The margin notes are written by a fictional advertising department. It does not exist, has no legal training, and has never won an argument with anybody.