Excited to feature Shreya Ley of LayRoots, a trust and estate attorney whose clients overlap with Mignano Law Group's clients more than people might expect.

The pattern we see again and again: a liquidity event hits — a fifth-generation family business sells for hundreds of millions, a startup founder exits after years of venture backing and comes into a windfall, or a family abroad begins moving wealth into the US through relatives who have settled here — and only then does anyone think seriously about asset protection and estate planning. By that point, some of the most effective planning opportunities may already have passed, particularly where claims or foreseeable liabilities exist.

Mignano Law Group's role is the business side: structuring the corporate entities involved in the family enterprise and, where appropriate, the family office itself, as well as advising on the legal and governance considerations surrounding investments. Shreya's role ideally starts a step earlier and more personally — helping families protect and preserve existing wealth against potential business liabilities, while planning for events like divorce that can affect how assets are owned and ultimately distributed.

The choice between a domestic US trust and a hybrid or offshore structure usually comes down to several questions Shreya asks each family: how much control do they want to retain, do they already have or expect to acquire foreign assets, and does the beneficiary plan to stay in the US long-term or eventually relocate? A hybrid structure can give families flexibility in coordinating domestic and foreign holdings, but the right approach depends on the family's tax residency, the location of its assets, applicable creditor laws, and the beneficiaries' circumstances. This is particularly important for families moving wealth across borders rather than keeping it in one place.

The Wyoming private family trust company example is a good illustration of the control question in practice: parents establish and fund a trust for a child building a business or investment career, while also serving on the trust company's board alongside the next generation. This can give the family a continuing voice in the administration and investment oversight of family wealth, subject to the trust documents and the company's fiduciary obligations. It's a structure that can help address one of the tensions family offices run into most — wanting the next generation to build independently without completely stepping back from the capital that makes it possible.

The question underneath almost all of it is the same: how much control do you want to retain, and with whom in the family; when and how do you need access to the money; and who should it ultimately benefit? The better time to have this conversation is before the liquidity event, not after, although there is important planning work to be done on both sides of the transaction.

We're happy to refer these needs to our colleagues in estate and wealth planning, and are so thankful that Shreya was able to share her knowledge in a short podcast for our family-enterprise and family-office clients.

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Transcript here:

Lindsey S. Mignano:

Hi everyone, I’m Lindsey Mignano, owner of Mignano Law Group, and I’m so happy to have my friend Shreya here today. We’re having a conversation about the family office and family enterprise side of our clientele. As you may recall, this past summer we ran a whole podcast series on startups — now, this fall, we’re turning to the family enterprise and family office component of the series.

The first person I get to talk with — especially about things we don’t do here at the firm — is Shreya, and I’m thrilled to have her, because we send her a lot of clients. I’ll let her explain who she is, what firm she’s with, and who her clients are, and then I’ll jump in with an example of what would prompt me to send someone her way. Shreya, go ahead.

Shreya Ley:

Sounds great. My name is Shreya Ley. I’m one of two attorneys who own Ley Roots — my husband, Colin Ley, is the other. We focus on helping people and families set themselves up to be protected and to pass things on to the next generation.

Our work centers on trusts. We work with a lot of business owners, physicians, and real estate investors to set up trusts, holding companies, and private family trust companies — everything from a simple revocable living trust to an offshore trust. We work with a broad range of families to meet them where they are and structure things in a way that fits their lifestyle and goals.

Lindsey S. Mignano:

That’s helpful, because so much of my time is spent asking people, as we’re setting up their business entities: who’s going to own this entity, and how? Do you have a trust in place, or are you just holding your shares or LLC units as an individual? You’d be surprised how many very wealthy people have nothing set up on the estate planning side.

So I’m glad you’re here — this is a great chance to show people on our docket why they might need someone like you. For us as corporate lawyers, the impetus to ask about a founder’s personal wealth planning is usually a wealth event. I’ll give you three examples of how this typically comes up, starting with what I’d call the least glamorous, most traditional one.

Picture a fifth- or sixth-generation family enterprise in commercial real estate — handed down for generations — and suddenly the fifth generation has a major exit opportunity, something like $150 million for the company. Maybe he and his two siblings are the only owners left. Now they have this windfall, they’re approaching a liquidity event, and they realize they may not have to work the way they always have.

So what do they do? They open their own family office and start investing — in tech, which is usually why they come to us, or in other real estate ventures, joint ventures, or small businesses.

The second example is the classic Silicon Valley story: a founder raises hundreds of thousands of dollars in venture capital, maybe doesn’t IPO but exits a late-stage startup, and now has a huge windfall. He might want to start another company, but he also wants to set up a family office to invest in other early-stage companies. That one’s most relevant to our Silicon Valley and New York clientele.

The third has a foreign component. We have a number of foreign clients — wealthy angel investors and families abroad who want to get their money into the US. Maybe they have a relative, say a son, currently living in the US, and he’s able to start an emerging fund with the family’s money from Europe and invest it here locally.

So there are all kinds of paths in, but in the first two examples especially, there’s usually some sort of liquidity event behind it. Ideally, they’d have someone like you involved in advance, planning well ahead of time. But Shreya — these are the broad examples we see at MLG. What are the different options, onshore or offshore, for protecting these families, especially if they’re going to keep doing business globally, including through their investments?

Shreya Ley:

I think it’s worth starting with the distinction between what you do for them and what we do. You focus on the business side — structuring their investments, their companies, the corporate work.

What we focus on is how to structure their personal assets so they’re protected from the business ventures they’re pursuing, and how those assets benefit the people they want them to benefit, now or in the future. The question we usually start with is: how much control do you want or need over the assets, and do you need to benefit from them right now?

Sometimes people want a rainy-day fund — a bucket of money they want preserved for their own future, whether they retire now or in twenty years. Other times, someone is actively investing in real estate or businesses and wants to protect themselves and the bulk of their assets right now. And then there are people focused on estate taxes or capital gains taxes who want to plan around that. We often look at all three of those considerations together, and that’s where we step in — whether someone needs a US-based trust, an offshore trust, or a hybrid of the two.

A hybrid-jurisdiction trust, with both US and offshore components, usually comes down to three questions: do they want asset protection, do they already have or plan to have foreign assets or investments, and do they plan to stay in the US long-term? Take the example of a European person who comes to the US and wants to settle here — they might create a US-based entity and trust, but the parents may still want some control. They’re giving their child money to build a business and a life, but they also want to manage it to some degree.

In that case, they might set up a Wyoming trust with a private family trust company, where the parents still manage some of the funds and retain some investment decision-making as part of a board — working alongside whatever entities their child is creating for business ventures or other investment opportunities. If the person plans to stay in the US, a US-based trust makes sense, since they don’t mind being subject to US taxes. But if someone is only in the US temporarily — say, for school, before returning to Berlin or Spain — it may not make sense to create a US trust and subject them to US income and estate taxes. It may make more sense to keep the structure outside the US, so they retain that flexibility.

Going back to the family-business example you raised — the person who sells the family business — we’ve actually worked with people like that. They’re often young, suddenly wealthy, and facing a lot of new opportunity, so creating a trust helps protect them from potential lawsuits tied to business liabilities. More commonly, though, it’s about protecting against a car accident or a future divorce — making sure assets stay separate, especially in community property states like Washington, California, or Texas, where creating that separation ahead of time really matters.

It also helps ensure there’s a plan in place to keep growing that wealth and pass it on to whoever they’d want it to go to if something happens to them. If someone is passionate about the environment or animals, for example, they might create a private foundation so there’s a lasting benefit to the world around them — that’s part of the future planning too. I think a lot of the same considerations apply to that Silicon Valley founder as well, as they start building these protections and planning ahead.

There are so many different types of trusts and ways to structure an estate plan or asset protection plan so people still have access to their money when they need it while remaining protected. That protection matters most around a liquidity event, or when you’re coming into the country and trying to build something — because having that entrepreneurial drive also means exposing yourself to risk. You might be exposing your family’s money to risk, or your own future to risk. So the real question is how you build a structure that protects against that, while still letting you use the funds in a way that makes sense for you.