Andrew Grau is a partner in HRMM&L’s Business and Estates Department. He counsels closely-held business owners through their most important transactions and events. Mergers and acquisitions, succession planning, exit planning, employment arrangements and business separations are important transactions that Andrew handles routinely. He also provides businesses with general counsel services, as well as contract drafting and review.

Knowledge of tax law and planning techniques enables Andrew to dispense sound advice to businesses in various industries, across all stages of growth and development. From operating companies and manufacturers, to service industry businesses, to professional practices, to passive investment companies, to new startups, Andrew works with a broad client base. Working with a wide range of businesses gives him a vast reserve of experience to draw from when analyzing crucial issues. It also keeps his mind flexible when addressing unique client needs.

Andrew regularly represents owners in the sale of their businesses. In recent years, with many in the baby boomer generation approaching retirement, and buyers having access to affordable financing, seller-side representation became the largest focus of Andrew’s practice. Andrew adeptly guides owners through the complex and often uncertain process of selling their business.  He knows the risks presented at each stage of the transaction. He knows what terms to ask for and pitfalls to avoid. He explains dense purchase agreements to clients in language they understand, and provides well grounded advice. He comprehends the issues that can arise after the sale, and knows how to anticipate and address them prior to closing. Andrew prides himself in working well with the other side, as business transactions are a collaborative effort. However, he always keeps sight of his primary goal to maximally protect his clients’ interests.

Andrew also represents buyers acquiring businesses. He has extensive experience in areas of due diligence, analyzing deal structure, drafting letters of intent and purchase agreements, and clearing obstacles of all varieties that stand in the way of closing.

Many of Andrew’s clients are family-owned businesses spanning multiple generations. Andrew enjoys the unique challenges that family businesses present. In particular, corporate governance and succession planning require distinct and specialized counsel within the context of a family business.

Additional areas of client focus in Andrew’s practice include:

  • Institutional and private lenders in secured and unsecured lending transactions.
  • Estate planning analysis and document preparation for individuals in all life situations and of all levels of wealth.
  • Asset protection planning for individuals and businesses.
  • Estate administration services in representing executors of decedents’ estates
  • Formation of business entities, including for-profit and non-profit businesses

Andrew graduated cum laude from Ursinus College with a degree in Computer Science (B.S. 2004), earned his law degree from Pepperdine University School of Law (2007), and earned an LL.M. in Taxation from Villanova University School of Law (2010).

Andrew enjoys spending time with his wife Megan, and their two young children. He played many sports growing up, and currently remains active in tennis. He is an enthusiast of all Philadelphia teams, and also enjoys following the NHL in general, all major tennis tournaments, and Formula 1 racing.


Representative Cases

  • Andrew helped clients sell their business to a well-known corporation for an 8-figure purchase price. He negotiated the terms of the acquisition, drafted legal documents, and completed the deal, which involved many disclosures and a complex legal framework, in a timely manner.
  • When a business owner’s relationship with his partner went sour, the fallout threatened the productivity of the company, which had millions of dollars of revenue annually. Andrew negotiated a buy-out of the partner, and drafted its legal framework. The buy-out contained terms that enabled Andrew’s client to consolidate all ownership in himself, with manageable payments that allowed the business to continue operating without skipping a beat.
  • Andrew helped a business create a sophisticated Executive Compensation Plan that enabled the business to incentivize high level employees by offering many of the benefits of equity ownership, such as profit sharing and bonuses upon certain events, without actually transferring stock ownership. Andrew helped formulate the Plan from both a practical standpoint, considering the business’ goals, and a legal standpoint, analyzing the tax rules and dangerous pitfalls that affect such plans.
  • Andrew helped clients transfer significant wealth to the next generation in a way that minimizes exposure to death taxes.
  • Andrew advised an elderly client and her family on the legal aspects of long-term nursing home care, including methods of payment, proper use of assets, and qualifying for Medical Assistance. He developed a personal economic plan for the client which will enable her to qualify for Medical Assistance before her assets are depleted, and which will help her avoid the Medical Assistance penalty period without forcing her children to return prior gifts she gave them.
  • Andrew counseled a client on a will, durable power of attorney, and advance healthcare directive, and he completed the documents on an emergent basis prior to the client undergoing a serious surgical procedure.
  • Andrew provided assistance to an executor who was having difficulty administering his mother’s estate on his own. Andrew advised the executor of the Pennsylvania and Federal requirements for proper estate administration, he prepared the inheritance tax return for the estate, and he oversaw distribution of assets to the beneficiaries.
  • Andrew advised clients purchasing investment real estate on forming and structuring a limited liability company. He prepared all documentation to properly register the company, and he drafted an operating agreement to protect each owner’s interest.




  • Pennsylvania


  • Villanova University School of Law (LL.M. 2010)
  • Pepperdine University School of Law (J.D. 2007)
  • Ursinus College (B.S. cum laude 2004)


  • Pennsylvania Bar Association
  • Montgomery Bar Association
  • Delaware Valley Family Business Center Sponsorship

Publications & Speeches

Honors & Awards

  • Named to the 2015,  2016, and 2017 Pennsylvania Super Lawyers Rising Stars list for Business/Corporate Law. Each year, no more than 2.5 percent of the lawyers in the state are selected by the research team at Super Lawyers to receive this honor.
  • Dean’s List, Pepperdine University School of Law
  • American Jurisprudence Award for Excellence in Legal Research and Writing
  • Certificate in Entrepreneurship and the Law from the Palmer Center at Pepperdine University
  • Member of the Journal of the National Association of Administrative Law Judiciary

Personal Interests

Andrew is an avid supporter of all the major Philadelphia sports teams. In his free time, he enjoys tennis, skiing and traveling, and he has been a certified scuba diver since age 12.