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Mark A.Conway

PartnerPractice Group Leader, Personal & Succession Planningmoc.eniHnospmohT@yawnoC.kraM

O 937.443.6840

Mark A.Conway

Practice Group Leader, Personal & Succession Planningmoc.eniHnospmohT@yawnoC.kraM

O 937.443.6840

Focus Areas

Tax and Business Planning

  • Designed numerous holding company (family office) arrangements, pooled investment funds, preferred partnership/stock recapitalizations, inter family installment sales to grantor trusts, self canceling installment notes, private annuities and tax free corporate divisions to accomplish a variety of family investment, tax and business objectives.
  • Designed numerous generation skipping trusts to hold voting control of family-owned businesses.
  • Designed transaction involving recapitalization of a bank holding company’s capital structure to have voting and nonvoting shares, sale of nonvoting shares to grantor trusts, S corporation election, and change in control filings with the Office of Thrift Supervision.
  • Provided tax advice on collar transactions and prepaid forward contracts for concentrated positions of publicly traded shares.
  • Represented taxpayers in IRS gift and estate tax audits involving valuation of family limited partnerships, S corporations and other entities.

Charitable Planning

  • Designed numerous family foundations and supporting organizations to facilitate charitable and business succession planning objectives.
  • Advised private foundations concerning private foundation excise taxes with respect to self-dealing transactions, investments and excess business holdings, and expenditure responsibility and international grant making requirements.
  • Experienced with all types of charitable giving arrangements.
  • Created first of its kind medicaid pooled trust for a community foundation by which members of the family of an individual with disabilities may acquire a charitable gift annuity for such individual’s benefit to be administered through the pooled trust. Obtained classification of the pooled trust as a supporting organization to the community foundation through Tax Court litigation (Disability Foundation vs. Comm.).
  • Advised public company concerning merger of foundations in connection with a public company merger, including the design of related governance documents and investment arrangements.
  • Advised family concerning combination of charitable trust and foundation, including obtaining ruling from the IRS to confirm intended tax results.
  • Advised public charity concerning classification of funds under Uniform Prudent Management of Institutional Funds Act.
  • Advised public company concerning creation of employee relief fund and obtained IRS classification of the fund as a public charity.
  • Designed U.S. investment entity for family’s charitable and non-charitable trusts to allow trusts to pool investments in off shore hedge funds.

Fiduciary Litigation

  • Represented natural born descendants to obtain Court order that the term “issue” as used in trusts created by their ancestors in 1933 and 1951 did not include adopted children.
  • Obtained Court order to reform and terminate decedent’s testamentary trust to allow beneficial interests in trust for “skip persons” to be distributed to them in 2010 without imposition of generation skipping transfer tax.
  • Represented corporate fiduciary in Court proceeding concerning estate tax apportionment issues associated with fixed price buy sell arrangement.
  • “Changing the Irrevocable Trust to Solve Administrative or Distributive Issues,” Palm Beach Investment Research Group, Inc., 2014
  • “Keeping Up With Tax Laws,” Culver Educational Foundation – Family Foundation Seminar, 2013″
  • Current Topics in Business Succession Planning,” United States Law Firm Group – Trusts and Estates Practice Committee Meeting, 2011
  • “Private Foundation: Bracing for the Impact of Legislative and Other Developments,” Ohio Society of CPAs Non Profit Conference, 2005
  • “Key Concepts in Estate Planning for Foreign Nationals Residing in the U.S.,” American College of Trust and Estate Counsel, Ohio Meeting, 2004
  • “Current Issues in Business Succession Planning,” Ohio CLE Institute; American College of Trust and Estate Counsel, Ohio Meeting, 2003
  • “Top Ten Charitable Giving Vehicles (Strategies) in the New Millennium,” Ohio Society of CPAs, 2002
  • “Choosing Among A Private Foundation and the Alternatives: The Supporting Organization and Donor Advised Fund,” Planned Giving Council of Dayton, 2001
  • “Charitable Giving Strategies Using Subchapter S Corporations,” Planned Giving Council of Dayton, 2000
  • “Estate Planning Strategies for the KeyBank Investment Management IRA,” KeyBank, 1999
  • “Funding and Drafting Considerations in the Creation of Family Limited Partnerships,” Ohio State Bar Association, 1998
  • “Developments in Estate Planning/A Workshop to Evaluate the Plan,” Ohio Society of CPAs, 1998
  • “Family Owned Business Deduction (Exemption),” Dayton Bar Association, 1998
  • “Current Charitable Giving Strategies,” Kentucky Bar Association and Kentucky Society of CPAs, 1997
  • “Advanced Charitable Tax Planning,” Northern Ohio Planned Giving Council, 1997
  • “Qualified Domestic Trusts/Marital Planning for the Non-U.S. Citizen Spouse,” Dayton Bar Association, 1995
  • “Qualified Personal Residence Trusts,” Dayton and Hamilton Bar Associations, 1994, 1995
  • “Use of ‘Defective’ Grantor Trusts to Save Estate Taxes,” Ohio Bar Association and Ohio Society of CPAs, 1994
  • “Using Business Organizations in Estate Planning,” Cleveland Estate Planning Institute, 1994
  • Ranked Band 1 in Chambers High Net Worth 2016 to 2023 for Private Wealth Law in Ohio
  • AV® Preeminent Rated by Martindale-Hubbell
  • Fellow, American College of Trust and Estate Counsel – former Ohio State Chair
  • Selected for inclusion in The Best Lawyers in America© since 2006 for Closely Held Companies and Family Businesses Law, Litigation-Trusts and Estates, and Trusts and Estates; named the Best Lawyers® 2019, 2021 and 2024 Litigation-Trusts and Estate “Lawyer of the Year” in Dayton; and 2011, 2016 and 2018 Trusts and Estates “Lawyer of the Year” in Dayton
  • Selected to the Ohio Super Lawyers list, 2005 to 2024
  • Burton Award for Legal Achievement, 2002

Professional Associations

  • Ohio State Bar Association
  • State Bar of California
  • District of Columbia Bar
  • United States Tax Court

Community Activities

  • Dayton Art Institute, member of the Board of Trustees
  • Dayton Performing Arts Alliance, former board member
  • Greater Dayton Mental Health Foundation, former board member
  • St. Leonard, former board member (vice chair)
  • The Disability Foundation, former board member
  • Grandview Hospital Foundation, former board member
  • Greater Dayton Planned Giving Council, former board member
  • The Dayton Foundation Marketing Committee, former board member
  • Dayton Council on World Affairs, former board member


  • Georgetown University Law Center, LL.M., 1984,


  • California Western School of Law, J.D., 1983,

    associate editor, California Western School of Law International Law Journal</em>; American Jurisprudence Award, International Law; Advocacy Honors Board

  • Denison University, B.A., 1980
  • Culver Military Academy, 1976

Bar Admissions

  • California (inactive)
  • District of Columbia
  • Ohio

Court Admissions

  • U.S. Tax Court