William D. Klein

Bill Klein concentrates on business and tax law issues, especially those involving closely held business organizations (S and C corporations, partnerships, and limited liability companies), and their owners. Bill is routinely involved in entity selection and reorganization decisions, many different types of business and investment transactions, succession planning, and a wide variety of other issues affecting these organizations, businesses, and owners.

Bill is an adjunct professor at the University of Minnesota Law School and a former adjunct professor at the William Mitchell College of Law.

Representative Experience

  • Structured several private-equity investment funds and represented investors in evaluating investments in private-equity funds and hedge funds.
  • Represented sellers in >$250 million stock sale involving 60 S corporations operating a highly regulated business in more than 25 states.
  • Represented limited liability company members in successfully defending an IRS assessment of more than $3 million of self-employment tax.
  • Prepared organizational documents for partnerships owning and/or operating professional sports businesses.
  • Represented dealers joining together to form a limited liability company to operate an equipment auction business, including structuring and a recapitalization valued at more than $14 million.
  • Represented related private equity funds with an aggregate value exceeding $150 million in restructuring to form a legacy fund without a time-limited horizon, including the liquidation of interests of investors who did not wish to continue in the new fund, and the merger of two preexisting private equity funds and combination of their associated portfolio companies into the new fund. 

Client Alerts and Blog Posts

News Releases

Professional Affiliations

  • American Bar Association, Tax Section, S Corporations Committee, past chair, 2012-2014; Revenue Rulings Subcommittee, past chair
  • Minnesota State Bar Association, Business Law section, past chair, 2015-2016, Executive Council member; Partnerships, Limited Partnerships, and Limited Liability Companies Committee, co-chair; Tax section, past chair, 2002-2003; Governing Council, past member, 2000-2006

Community Involvement

  • LegalCORPS, board member, treasurer
  • City of Lakes Rotary Club, Member, board member, past president
  • Minneapolis City of Lakes Rotary Foundation, chair, board member, former treasurer
  • Camp Get-A-Well-A, former board member
  • Carter G. Woodson Academy Charter School, former board member and treasurer
  • Katahdin, Inc., former board member, past board chair
  • Highland District Council (St. Paul, MN), president, 2008–2009; board member, 2002–2009; secretary, 2003–2008
  • City of Saint Paul, Ford Site Planning Task Force, co-chair, 2007-2017


  • American College of Tax Counsel, Fellow
  • Selected among The Best Lawyers in America©, 2008-2024
    • Tax Law "Lawyer of the Year" in Minneapolis, 2017, 2022, 2024
  • Thomson Reuters, "Minnesota Super Lawyer®," 2003-2023
  • Distinguished Service Award, Minnesota State Bar Association, Tax Law Section
  • "Minnesota's Top Lawyers," Minnesota Monthly, 2009, 2022
  • Top 40 Business & Commercial Transactions Lawyers, Minnesota Super Lawyer, 2005
  • Neighborhood Honor Roll, 2011 (City of St. Paul award honoring persons who improve the quality of life in St. Paul)
Photo of William D. Klein
  • Minneapolis

    80 South Eighth Street
    3100 IDS Center
    Minneapolis, MN 55402
F: 612.632.4232


Jayme D’Heilly

Court Memberships

  • Minnesota


University of Michigan Law School, J.D., magna cum laude, 1979

  • Order of the Coif

St. Olaf College, B.A., summa cum laude, 1976

  • Phi Beta Kappa