Todd Keator serves as the co-practice group leader of the Tax, Executive Compensation and Benefits Practice. He represents clients in U.S. transactional tax matters, including general corporation, partnership, and limited liability company formation and operation; real estate syndications, development deals, and purchase and sale transactions; REIT structuring and tax advice; tax-deferred 1031 exchanges and structuring; oil and gas syndications, farm-outs, joint ventures, and M&A transactions; private equity and portfolio company formation, operations, restructurings, and M&A transactions; tax structuring for mergers, acquisitions, divisions, and financing; U.S. inbound transactions involving the Foreign Investment in Real Property Tax Act; and state tax planning and advice.

Representative Experience

  • Represented multiple clients in oil and gas acquisitions and divestitures, including preparation and negotiation of tax partnership agreements
  • Represented clients in the formation of a salt water disposal well business, roll-up of same into a limited partnership, and sale of assets to a public entity buyer
  • Represented individuals, partnerships and corporations in various transactions involving insurance products, including syndication of fractional interests in life insurance policies and transactions involving protected cell company insurers
  • Represented corporations in tracking stock transactions related to onshore and offshore oil and gas exploration
  • Represented multiple corporate clients in private and public debt and stock offerings
  • Represented a real estate holding partnership in the refinancing and recapitalization of real estate assets and disguised sale issues
  • Represented multiple clients in oil and gas acquisitions and divestitures, including preparation and negotiation of tax partnership agreements
  • Represented multiple real estate sponsors in the syndication of tenancy-in-common interests in commercial and residential properties
  • Represented an investment firm in the syndication of low-income housing tax credits
  • Drafted partnership and LLC agreements for clients in all types of industries
  • Represented state department of transportation in a private toll road development project
  • Represented various MLPs in formation, secondary offering, and asset acquisition transactions
  • Represented individuals and partnerships in various 1031 exchange transactions, including forward and reverse exchanges, "drop & swap" exchanges involving TIC interests and installment notes, build-to-suit exchanges, and "Bartell" structures
  • Represented a sponsor in the formation of a private REIT
  • Drafted tax opinions for various clients on a wide range of federal income tax issues


  • Louisiana State University, Paul M. Hebert Law Center, J.D.
  • New York University School of Law, LL.M.
  • Louisiana State University, B.A., summa cum laude
Bar Admissions/Licenses
  • Texas
  • American Bar Association Section of Taxation; Chair, Real Estate Subcommittee, 2018-2019
  • Texas Federal Tax Institute, Board Member
  • Dallas Bar Association Section of Taxation, Incoming Chair
Honors & Awards
  • The Best Lawyers in America guide, Tax Law, 2016-2023
  • Chambers USA – America's Leading Business Lawyers guide, Tax (Up & Coming),2021-2023
  • The Legal 500 United States, Tax: International Tax, 2017-2021; Tax: U.S. Taxes – Contentious, 2017-2021; Tax: U.S. Taxes – Non-Contentious, 2017-2023
  • Texas Super Lawyers magazine, 2016-2023
  • Rising Star, Texas Super Lawyers magazine, 2007-2016
  • Best Lawyers in Dallas, D Magazine, Tax: General, 2013, 2018-2023
  • Nolan Fellow, American Bar Association Section of Taxation, 2009


Speaking Engagements