M. Sidney Donica

Real Estate & Land Use


New York, NY
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Sidney is an elite real estate tax and securities attorney who represents sponsors, developers, private equity, lenders and owners within the real estate, development, and construction industries.  His practical approach to raising capital and closing transactions is drawn from years as a contractor, developer, investor, owner, and attorney.  Sidney specializes in creating innovative solutions to complex issues.  He has led real estate teams in billion-dollar real estate and healthcare transactions, as well as acted as counsel to nurture blossoming new developers with small transactions beginning their careers in real estate development and investing.  As a result, Sidney is regularly called upon as special tax, development, or construction counsel in connection with acquisitions, dispositions, financing, and taxation matters on behalf of real estate investment trusts, commercial and private lenders, sponsors or real estate syndications and investors in real estate of all stripes.

Prior to joining Scale in May 2024, Sidney was a partner in the Real Estate Tax Group at McCarter & English LLP, where he led a team on REIT, Delaware Statutory Trust and other federal taxation driven real estate transactions.

Capital Raising and Taxation Experience

  • Lead counsel for sponsors of private offerings of preferred equity interests in real estate development companies developing multi-family rental projects.
  • Lead counsel for sponsors of Delaware statutory trusts offering beneficial interests through private offerings in single credit tenant retail properties.
  • Represent REITs and private owners and investors with respect to federal and state taxation, including transaction and compliance issues.
  • Lead counsel for sponsor of Delaware statutory trust offering beneficial interests in multiple property portfolios through private offerings. 
  • Lead real estate and tax counsel in acquisition of healthcare facilities and creating tax advantaged ownership structures, including but not limited to Delaware statutory trusts. 
  • Lead counsel in acquisition and reorganization of commercial properties to provide tax advantaged Delaware statutory trust structure for private sales.
  • Developed and implemented capital program for major New Jersey investment fund to provide synthetic mezzanine financing of Delaware statutory trust projects financed by securitized loans, including retail pharmacy, single tenant medical, multi-tenant medical and multi-family projects.

Development and Construction Experience

  • Lead counsel representing first time developer in purchase of resort property in Barbados, including negotiation of international finance facilities.
  • Lead counsel to major New Jersey developer in negotiation of various construction agreements, including agreements with general contractors, subcontractors and preferred equity providers. 
  • Representing national industrial fund in negotiation of construction agreements. 
  • Development counsel to first time developer in the purchase and development in industrial project in Suffern New York.
  • Lead counsel in purchase and development of multiple resort properties in the Dominican Republic for multiple developers, including first time developer.
  • Redevelopment of a hospitality property into a retail center.
  • Development of hospitality, retail and residential properties.

Real Estate Investments Experience

  • Lead counsel in representation of REIT in providing preferred equity to various sponsors of multi-family, retail and industrial properties in various locations nationwide. 
  • Representation of New Jersey investment company in consideration and evaluation of Delaware statutory trust potential pipeline investments including evaluation of legal structures, compliance with tax laws, pro-forma projections and potential for realization of return of capital.
  • Counsel on sale of $2BN portfolio of New Jersey multifamily properties.
  • Lead counsel in sale of portfolio of 60 retail properties nationwide.
  • Lease counsel in negotiation of lease of 32 retail locations to a single tenant.
  • Lead counsel for purchase of major agricultural business in South Carolina.
Areas of Expertise

Real Estate Taxation

Real Estate Acquisitions & Development

Real Estate Finance

Private Offerings and Syndications

Construction Law

Prior Associations

McCarter & English, LLP


New York University, LLM, 1998

Rutgers Law School, JD, 1997

University of Oklahoma, BBA, 1994

Bar Admission

New Jersey

Articles and Press

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