Bert Rasmussen headshot

Halbert Rasmussen

Shareholder

Halbert (Bert) Rasmussen, shareholder at ScaliRasmussen, is a skilled litigator and business lawyer. His practice areas include business & complex litigation, corporate & real estate, privacy, cybersecurity & trade secrets, regulatory & licensing and retail auto dealership law.

Bert has delivered wins for his clients for such matters as franchise disputes including terminations instituted by manufacturers, complex multi-party claims arising out of dealership buy-sell agreements, and breach of contract matters, among others. He uses his franchise and distribution law skills to help clients meet their goals, avoid litigation, and maintain harmonious relations with their franchisors. Bert’s experience also extends to negotiating dealer agreements with manufacturers, realty owners and lenders, mergers and acquisitions, and consumer and business litigation.

He is certified as a specialist in franchise and distribution law by the State Bar of California and has received the AV® Peer-Review Rating by Martindale-Hubbell. He is also the author of several industry compliance books and publications, including “A Dealer Guide to the FTC Red Flags and Address Discrepancy Rule,” published by the National Automobile Dealer Association (NADA) as part of the NADA Management Series and the Franchise Law Manual published by the California New Car Dealers Association.

Representative matters
  • Drafting of various commercial agreements such as: invoices, vehicle customization agreements, and warranty to ensure regulatory compliance with California governmental agencies.
  • Oversaw and steered homologation process with the National Highway Traffic and Safety Administration for sale to general public.
  • Concurrent sale of real estate under the Ferrari dealership.
  • Sale of a Ferrari dealership for $26 million.
  • Sale of the Chevy, Ford, and Hyundai real estate parcels for $31 million.
  • Stock sale of Hyundai dealership.
  • Bundled asset sale of a Chevrolet and Ford dealership in the amount of $20 million.
  • Lease of real estate for the Ford dealership with a monthly base rental value of $130 thousand.
  • Asset sale of a Ford dealership.
  • Asset sale of a Toyota dealership in the amount of $49 million.
  • Concurrent sale of real estate under the Ford dealership.
  • Asset sale of a Ford dealership.
  • Concurrent purchase of two real estate properties totaling $12 million.
  • Asset purchase of a Hyundai dealership based in San Diego County.
  • Represented a Collision Star franchisee on an asset sale.
  • Lease agreement for both dealership locations with monthly rental values of $182 thousand and $60 thousand, respectively.
  • Dealership asset purchase of a BMW dealership and MINI dealership in the amount of $40 million.
  • Concurrent sale of real estate from a family trust in the amount of $1.5 million
  • Dealership asset sale.
  • Concurrent sale of real estate from a Canadian real estate corporation.
  • Represented the children of the founder of a Silicon Valley-based business in formalizing the transition of ownership. Negotiated, structured, and documented the transfer of legal and beneficial ownership from the founder to the next generation, preserving financial benefits for the founder and immediate family while navigating the complexities of maintaining Subchapter S status, including restrictions on allocating profits and losses strictly in proportion to share ownership.
  • Advised a high-net-worth individual in Central California on facilitating a generational transfer through the acquisition of a profitable motor vehicle dealership by younger family members. Provided guidance on the dealership M&A transaction while structuring intergenerational financing to make the acquisition feasible. The matter combined corporate and private wealth planning to ensure business continuity and achieve family wealth transfer objectives.
  • Represented a privately held, family-owned enterprise in the sale of a premier collectible asset business to a globally recognized cultural institution. The transaction involved navigating a complex regulatory landscape, including the transfer of operating permits, licenses, and other critical assets to ensure operational continuity. Our role balanced the private wealth client’s objectives with the commercial considerations of selling to a multinational institution.
  • Representing majority heirs of a U.S.-based legacy automotive portfolio in disputes with a minority shareholder, the firm is leveraging its franchise and M&A expertise to facilitate the $50M sale of the portfolio to a third-party buyer, resolving longstanding ownership and control issues.
  • Represented a joint venture comprising two high-net-worth individuals and investment fund participants in the $60 million sale of a major Southern California business line to a family office. Our role included structuring and negotiating deal terms while safeguarding the interests of both individual and institutional stakeholders
  • Advised a trustee of a Northern California trust holding a significant regional employer and retail enterprise. Developed an ownership transfer and governance plan that balanced transferring business ownership to a key employee while maintaining appropriate trustee oversight. Crafted strategies to integrate family members and beneficiaries into management roles, safeguarding family wealth and ensuring continuity of business operations.
  • Represented a family office and its portfolio company in a high-stakes private arbitration in Los Angeles. The dispute involved alleged breaches of warranty and misrepresentation regarding representations and omissions about future business opportunities and profitability in connection with the acquisition of multiple retail outlets valued at over $100 million. The arbitration included more than a week of testimony and was subsequently reviewed by a three-member arbitration panel following the initial decision
  • Concurrent sale of real estate from a Canadian real estate corporation for $5.5 million.
  • Dealership asset sale wherein the consideration exchanged for the goodwill was $4.5 million.
Professional Activities

Bert is certified as a specialist in franchise and distribution law by the State Bar of California, and has received the AV® Peer-Review Rating by Martindale-Hubbell.

Bert is also the author of several industry compliance books and publications, including “A Dealer Guide to the FTC Red Flags and Address Discrepancy Rule,” published by the National Automobile Dealer Association (NADA) as part of the NADA Management Series and the Franchise Law Manual published by the California New Car Dealers Association.

Bert has written extensively in dealer and professional periodicals, including the “Defender,” published by the NADC.

Bert is a frequent speaker at industry events. For example, he presented “Who Wants to Drive? Is the FTC Grabbing for the Wheel of the Vehicle Franchise System?” at the California New Motor Vehicle Board Industry Round Table.

Education

Juris Doctor (cum laude), Loyola Law School, 1982

B.A., Biology, UCLA, 1980

Bar Admissions

State Bar of California, 1983

U.S. District Courts, Central, Eastern, Southern and Northern Districts, 1984

U.S. Claims Court, 1985

U.S. Court of Appeals for the Ninth Circuit (1986)

Awards & Recognition