Nathaniel Kelly

Top rated Business Litigation attorney in San Francisco, California

Law Offices of Nate Kelly
Nathaniel Kelly
Law Offices of Nate Kelly

Practice areas: Business Litigation, Alternative Dispute Resolution, Appellate; view more

Licensed in California since: 2009

Education: University of Southern California Gould School of Law

Selected to Super Lawyers: 2025 - 2026 Selected to Rising Stars: 2016 - 2022
Virtual Appointments Free Consultation

Law Offices of Nate Kelly

201 Spear St
Suite 1100
San Francisco, CA 94105 Visit website
Details

High-Stakes Litigator. Business Breakups. Governance Disputes.

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OVERVIEW
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Nate Kelly represents companies, founders, shareholders, and boards in the disputes that define the future of their business — high-stakes litigation, business breakups, and corporate governance disputes across California.

Since founding the Law Offices of Nate Kelly in 2010, Mr. Kelly has built one of California's most recognized litigation practices. He is the only attorney clients work with.

His practice centers on three areas:

High-Stakes Litigation — bet-the-company commercial disputes, trade secret misappropriation, business fraud, and complex breach of contract matters

Business Breakups — founder disputes, forced buyouts, equity contests, and partnership dissolutions

Corporate Governance Disputes — breach of fiduciary duty, derivative actions, shareholder rights enforcement, and hostile takeover defense

Selected results: $7.4M AAA arbitration award (breach of fiduciary duty and trade secret misappropriation); $3.5M minority shareholder buyout; $1.5M corporate dissolution; appellate court victory with costs and fees awarded to client; judgment after bench trial defeating hostile takeover attempt; over $200M resolved across disputes in the last decade.

Mr. Kelly maintains offices in San Francisco, Beverly Hills, and Laguna Beach. He is admitted to all California state and federal courts, the Ninth Circuit, and courts in Philadelphia, Seattle, and Washington D.C.

J.D., USC Gould School of Law — High Honors, Merit Scholarship
B.A., University of Maryland — Dean's Scholar, cum laude, Phi Beta Kappa

When a dispute stands between you and everything you've built, you don't need a lawyer who's good at paperwork. You need one who's good at winning.

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AWARDS & RECOGNITION
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Top 100 Bet-the-Company Litigators® in America
Reserved for the top 0.5% of business litigators nationwide. Awarded for elite case outcomes and strategic litigation results.

Super Lawyers — Business Litigation
Northern California, 2024–2026. Southern California, 2025–2026. The only attorney to appear on both regional Business Litigation lists in 2025.

Super Lawyers Rising Star — Business Litigation
Northern and Southern California, 2016–2022. Reserved for the top 2.5% of attorneys in each region.

Avvo Rating: 10.0 — "Superb"
The highest possible Avvo rating for business law, reflecting peer endorsements, client reviews, and professional achievement.

Los Angeles Daily Journal
Front cover profile for launching private practice at age 27. One of the youngest attorneys profiled by California's leading legal publication.

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CASE RESULTS
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Results after final hearing

$7,418,642 AAA arbitration award — breach of fiduciary duty and trade secret misappropriation. Co-founder secretly formed competing entity while still a manager of the original company, took all assets, and solicited existing customers. Award includes $5M compensatory damages, $2M exemplary damages, attorneys' fees and arbitration costs. 2025.

Judgment after bench trial — hostile takeover defeated. Represented the board of a California corporation against a plaintiff claiming to be an authorized director and seeking to assert control. Court granted judgment in defendants' favor in full. Complaint dismissed with prejudice on all causes of action. Alameda County Superior Court, 2025.

Property partition — bench trial. Represented defendant in a four-year partition action. Following bench trial, client received 76% of the $1,530,000 sale proceeds. Alameda County Superior Court, 2025.

Court-approved monetary judgment — derivative action. Obtained judgment against board of directors in derivative action stemming from failure of private company. Represented group of 16 plaintiffs. 2022.

Appellate victories

Breach of contract appeal defeated in full. Appellate court entered judgment in client's favor — costs and attorneys' fees awarded. 2024.

Summary judgment victories

Clearly Canadian v. Clearly Kombucha — partial summary judgment on trademark dilution. Defended Top Shelf Beverages against patent infringement, copyright, and trademark dilution claims. Won partial summary judgment on dilution. Achieved highly favorable settlement resolving all remaining claims. 2015.

Resolved through litigation

$3.5M minority shareholder buyout — represented 20% minority owner terminated, excluded from distributions, and sued for trade secret misappropriation. Secured buyout through mediation after 16 months of litigation. 2025.

$1.5M corporate dissolution — won preliminary injunction, then resolved through mediation. San Francisco Superior Court. 2024.

Federal trade secret defense — defended former division COO in federal trade secret litigation, Eastern District of Pennsylvania. Defeated preliminary injunction motion. Resolved in mediation. Client retained position at new company. 2024.

Breach of contract appeal — represented respondent. Appeal defeated in full with costs and attorneys' fees awarded to client. 2024.

Resolved pre-filing

$1.3M UCC breach of contract — represented steel parts supplier. Recovered full amount including disputed in-process inventory. Business relationship preserved, enabling additional $1.1M in subsequent orders. 2024.

Airport authority — $500,000 penalty reduced to $60,000 with payment plan. Four weeks of representation. 2023.

Seven-figure breach of contract settlement — represented data company against unicorn startup. 2017.


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PRACTICE AREAS
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Primary: Business Litigation

Additional: Business & Corporate, Intellectual Property Litigation, Securities Litigation, Securities & Corporate Finance

Practice areas

Business Litigation, Alternative Dispute Resolution, Appellate, Business/Corporate, Intellectual Property Litigation, Securities Litigation

Focus areas

Appeals, Arbitration, Non-Compete Agreements, Trade Secret

  • 50% Business Litigation
  • 10% Alternative Dispute Resolution
  • 10% Appellate
  • 10% Business/Corporate
  • 10% Intellectual Property Litigation
  • 10% Securities Litigation

First Admitted: 2009, California

Professional Webpage: https://www.natekelly.com

Bar / Professional Activity

  • Member of the California Bar; in continuous good standing since becoming a member in January of 2009. , 2026
  • Supreme Court of California, 2009
  • U.S. District Court Northern District of California, 2016
  • U.S. District Court Central District of California, 2010
  • Vice-Chair; The Bar Association of San Francisco's delegation to the California Conference of Bar Associations; California’s most influential legislation-writing organization. , 2018
  • San Francisco Bar Association Intellectual Property Section Member. , 2015

Verdicts / Settlements (Case Results)

  • Breach of Fiduciary Duty & Trade Secret Misappropriation — $7,418,642 JudgmentRepresented a 50% co-founder after his co-owner secretly formed a competing entity while still serving as manager of the original company, and took all company assets — including a proprietary lead-screening algorithm, customer lists, sales scripts, computers, and cash. The respondent then actively solicited existing customers to cancel their policies and purchase from the competing entity. AAA arbitrator found willful and malicious misappropriation of trade secrets and breach of fiduciary duty by clear and convincing evidence. Award subsequently confirmed as a judgment by the Superior Court of California, County of Orange. Judgment of $7,418,642.57 — $5,000,000 in compensatory damages, $2,000,000 in exemplary damages, $337,217.57 in attorneys' fees, and $35,763.50 in arbitration costs. Respondent terminated as manager and member of the company. March 12, 2026., 2026
  • Judgment After Bench Trial — Hostile Takeover DefeatedRepresented board of a California corporation against plaintiff claiming to be an authorized director and seeking to assert control. Court granted defendants' motion for judgment under CCP §631.8 after plaintiff's case-in-chief. Complaint dismissed with prejudice on all causes of action. Alameda County Superior Court., 2025
  • Property Partition — Bench TrialRepresented defendant in property partition action. Following bench trial, client received 76% of $1,530,000 in sale proceeds. California Superior Court., 2025
  • Minority Shareholder Buyout — $3.5MRepresented 20% minority owner terminated, excluded from distributions, and sued for trade secret misappropriation. Secured $3.5M buyout through mediation after 16 months of litigation., 2025
  • Corporate Dissolution — $1.5MPartners could not agree on buyout. Won motion for preliminary injunction. Resolved through mediation following eight months of litigation in San Francisco Superior Court., 2024
  • UCC Breach of Contract — $1.3M Settlement Pre-FilingRepresented steel parts supplier with $700K in outstanding invoices and $700K in in-process inventory after unicorn startup experienced funding issues. Negotiated pre-filing settlement payment of $1.3M while also preserving the business relationship, enabling additional $1.1M in subsequent orders., 2024
  • Trade Secret Defense — Federal Court, Eastern District of PennsylvaniaDefended the former division COO of a large national company in federal trade secret litigation in the Eastern District of Pennsylvania. Represented client against claims that he had misappropriated proprietary information upon joining a competing employer. Successfully defended a preliminary injunction motion that, if granted, would have prevented the client from continuing in his new role. Matter resolved through mediation following defeat of the injunction. Client retained his position at his new company., 2024
  • Appellate Victory — Breach of ContractRepresented respondent in breach of contract appeal following bench trial. Defeated appellant's claims on incorporation by reference and parol evidence rule. Appeal defeated in full. Costs and attorneys' fees awarded to client, 2024
  • Settled breach of contract dispute on behalf of trucking company; San Francisco Superior Court. , 2023
  • Settled dispute between San Francisco Airport authority and airplane servicing company. Originally, the company (client) received a notice of penalty exceeding $500,000. After approximately four weeks of representation, we reached a final agreement by which the amount was reduced to $60,000, with a payment for program that made it affordable for the company to pay., 2023
  • Obtained monetary judgment against Board of Directors in Derivate Action stemming from the failing of a private company; representing group of 16 plaintiffs. , 2022
  • Settled breach of fiduciary duty claim brought by clients against co-investor stemming from a failed hostile takeover. , 2021
  • Settled Breach of Contract Complaint on behalf of renewable energy developer. , 2020
  • Successfully fended off Patent Infringement and Copyright claims against client made by Allbirds relating to the launch of a bamboo shoe on Kickstarter. , 2019
  • Settled breach of contract case re stock options; brought by former contractor for startup following the sale of Company. , 2018
  • Seven figure settlement on behalf of data company stemming from breach of contract with "unicorn" startup. , 2017
  • Settlement in Patent Portfolio Dispute on behalf of business broker. , 2018
  • Defended Top Shelf Beverages against claims that their trademark, Clearly Kombucha, infringed upon the mark, Clearly Canadian. Won partial summary judgment and achieved excellent settlement for client. , 2015

Videos

Representative Clients

  • Represented COO and co-owner of Bay Area development negotiate a pay-over-time buyout of his passive investor partners.  , 2023
  • Futuremood, manufacturer of uber-stylish sunglasses that claim to alter moods with their saturated psychedelic optics, is expanding its lens and deepening its connection with the tastemaker community. Rapper Lil Yachty has come onboard as an investor in the company, which recently sealed an investment from music duo the Chainsmokers. Both relationships go much deeper than a monetary infusion. Lil Yachty and Futuremood have been at work since 2020 on a Yachty-inspired product line slated to drop this fall to coincide with his first new music in more than two years. See, https://www.forbes.com/sites/cathyolson/2022/07/07/lil-yachty-is-latest-investor-as-sunglasses-company-futuremood-expands-its-pop-culture-lens/?sh=3f5ef52f5286 Nate Kelly has represented the company since its inception to the present date; guiding the company through initial fundraising, product development, launch, celebrity partnerships and further fundraising.  See, https://techcrunch.com/2020/05/27/angling-to-be-eyewears-next-big-thing-futuremood-launches-with-mood-altering-sunglasses/, 2022
  • Venice Ball LLC signs exclusive clothing line collaboration and shoe deal with PUMA basketball. , 2021
  • Champs Sports non-profit partnership and content production. See, https://www.youtube.com/watch?v=ciH6FNS-CgQ&feature=youtu.be, 2021
  • Paulette Jordan may become the first Native American governor in US history: Here’s her story https://www.independent.co.uk/news/world/americas/us-politics/paulette-jordan-first-native-american-governor-idaho-us-donald-trump-women-a8390451.html., 2016
  • Paulette Jordan for Senate. See, https://www.dailykos.com/stories/2020/10/28/1990457/-CNBC-Paulette-Jordan-running-to-be-1st-Native-American-woman-in-U-S-Senate., 2018

Transactions

  • Drafted, negotiated, and completed $1.7M intellectual property purchase on behalf of Client. Client, a FinTech education business (startup) had previously entered into a revenue sharing and IP ownership agreement with a developer in order to save money as an early stage startup; the terms of which had become a burden on their existing enterprise. We were able to successfully negotiate terms whereby my client was able to pay a similar annual fee as the prior license agreement required, except with ownership transferred upon execution. Client was very pleased. , 2024
  • Business / Asset Purchase and Franchise Agreement. Represented client buy out the owner of an ice-cream franchise location in Northern California and obtain franchise license from national parent corporation. , 2024
  • Negotiated and completed business purchase of nail salon in Hollywood, CA. Required: asset purchase agreement, ownership agreement, lease assignment agreement., 2024
  • Represented CEO and Founder of Sonr, a blockchain company, negotiate ownership and financing terms and agreements. Venture Beat — Sonr voted as a Top 3 Startup at Proof of Talk 2023. Sonr is a peer-to-peer identity and asset management system that leverages DID documents, Webauthn, and IPFS. Sonr specializes in software development, web design, information technology, networking, and blockchain solutions.  Prad is a W3C Working Group Member for DIDs, WebAuthn, and WASM, and a prolific contributor to open-source software development, with the fourth most GitHub contributions recorded in the world during 2021. Prad is driven by the vision of empowering users with more control and privacy over their digital identity and assets. As the founder of Sonr, Prad is passionate about creating a secure, user-friendly, and decentralized solution for digital identity and asset verification.  Sonr has secured over $5M in venture funding since 2023.  https://www.sonr.io/home., 2023
  • Negotiated multi-year lease of hotel floor in the Fairmont Hotel and Broadmoor hotel, San Francisco. First of its Kind Postpartum Center Comes to SF. A luxurious postpartum retreat center, the first of its kind on the West Coast, is coming to San Francisco this summer — a modern twist on the community care new mothers receive in many traditional societies. It used an entire floor of the Fairmont Hotel and Broadmoor Hotel. See, https://villageretreatcenter.com/., 2023
  • Negotiated music performance, production and distribution agreement for DJ with manager and record label. , 2023
  • Asset purchase agreement for Super-Club in San Francisco, CA. , 2023
  • Business purchase - Bar in Berkeley, CA. Drafted and Negotiated Asset Purchase Agreement, UCC Lien, Ownership Agreement, Real Property Lease Assignment. , 2023
  • Negotiated $30M Investment / Ownership Restructuring. , 2022
  • Negotiated and drafted investment, collaboration, and licensing agreement with international superstars, The Chainsmokers; See, Futuremood Launches Sunglasses with The Chainsmokers., 2022
  • Negotiated and drafted collaboration and licensing agreement with international superstar Lil Yachty. See, Forbes: Lil Yachty Latest Investor in Futuremood., 2021
  • All contractual agreements necessary for the organization, management, and purchase of 3,300 acre property in Humboldt California; currently permit pending for cannabis cultivation. , 2016
  • Negotiated and completed Franchisee agreement to take Menchies to Dubai and Qatar. , 2011

Pro bono / Community Service

Educational Background

  • University of Southern California, Gould School of Law; High Honors; Merit Scholarship. , 2005-2008
  • University of Maryland at College Park, B.A., Honors: cum laude, Honors: Phi Beta Kappa, Honors: Dean’s Scholar, Major: Government and Politics - 2005, 2002-2005

Scholarly Lectures / Writings

Other Outstanding Achievements

  • Recognized as a Northern California Rising Star by San Francisco Magazine., 2022
  • Recognized as a Rising Star in the Southern California legal community by Los Angeles Magazine. , 2022

Honors

  • Sourthern California Super Lawyer, Super Lawyers, 2026
  • The selections are a result of independent research by the team at Super Lawyers® to determine no more than the top five percent of legal professionals in each geographic region. The research team selects no more than two and a half percent of the lawyers in each geographic region to the Rising Stars list.Super Lawyers®, part of Thomson Reuters, is a rating service of lawyers from more than 70 practice areas who have attained a high degree of peer recognition and professional achievement. The annual selections are made using a patented multiphase process that includes a statewide survey of lawyers, an independent research evaluation of candidates, and peer reviews by practice area.  Each candidate is evaluated on twelve indicators including verdicts and settlements, transactions, representative clients, experience, honors and awards, special licenses and certifications, position within the law firm, bar and other professional activity, pro bono and community service as a lawyer, scholarly lectures and writings, education and employment background, and other professional achievements. The Super Lawyers and Rising Stars lists are published in Super Lawyers® magazines and in leading city and regional publications nationwide. Read the full lists of Northern California honorees in Super Lawyers®., Northern California Super Lawyer, Super Lawyers, 2025
  • Nate Kelly has been awarded as a Rising Start in the Northern California legal community each year since 2016. , Northern California Rising Star, Super Lawyers, 2021
  • Nate Kelly has been awarded as a Rising Start in the Southern California legal community each year since 2016. , Southern California Rising Star, Super Lawyers, 2021
  • American Jurisprudence Award in Torts, University of Southern California, 2005
  • Dean’s Award for Outstanding Graduate: College of Behavior and Social Sciences, University of Maryland, College Park, 2005

Awards

Avvo Top Contributor badge for Nathaniel Kelly

Avvo Top Contributor: This award is granted to attorneys who have significantly contributed to Avvo.com by answering questions in the Q&A forum, publishing legal guides, or other meaningful contributions to the Avvo community.

Avvo Client's Choice badge for Nathaniel Kelly

Avvo Client's Choice Award: This award is granted to attorneys with at least 5 reviews with 4+ stars in a given year on Avvo.com

Industry Groups

  • Financial Services
  • Private Equity & Investment
  • Startups & Venture-Backed Companies
  • Technology

Office location for Nathaniel Kelly

201 Spear St
Suite 1100
San Francisco, CA 94105

Phone: 415-872-1854

Selections

2 Years Super Lawyers
7 Years Rising Stars
  • Super Lawyers: 2025 - 2026
  • Rising Stars: 2016 - 2022

Attorney resources for Nathaniel Kelly

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