Co-Managing Partner
Trusted legal advisor to architecture and engineering firms navigating high-stakes transactions, ownership transitions, and complex business challenges.
Biography
Michelle Generaux is one of California’s leading attorneys advising architecture and engineering firms on the transactions and transitions that define their futures. Her practice centers on mergers and acquisitions, private equity sales, strategic acquisitions, and internal ownership succession, with a depth of experience in the design professional space that few attorneys can match.
Clients turn to Michelle when the stakes are high and the legal landscape is complex. She has represented nationally recognized architectural firms in multi-state asset acquisitions, guided engineering companies through sales to publicly traded buyers, and structured the F-reorganizations and financing arrangements that make sophisticated transactions work. She also serves as outside general counsel to multiple A/E firms, advising on everything from day-to-day contract negotiation to multi-jurisdiction licensing and regulatory compliance.
After acting as Murtaugh LLP’s sole Managing Partner for ten years, she now co-manages Murtaugh LLP, combining client-focused legal work with firm leadership, overseeing attorney development and strategic direction. She is a frequent speaker at industry events hosted by the American Institute of Architects (AIA) and the American Council of Engineering Companies (ACEC), where she addresses topics including contract risk, business succession, and regulatory compliance tailored specifically to design professionals.
Representative Matters
Represented a nationally recognized architectural firm with more than 750 employees in its acquisition of design service assets from a publicly traded international real estate company. Led drafting and negotiation of the asset purchase agreement and all related schedules, and advised on transition planning to preserve continuity across offices, personnel, and active projects.
Served as lead counsel to a California-based infrastructure contractor in its sale to a private equity firm. Structured and negotiated the stock purchase agreement and related financing documents, guiding ownership through diligence, valuation considerations, and risk allocation to align transaction terms with post-closing operational goals.
Represented numerous engineering firms in the sale of ownership interests to publicly traded engineering companies. Negotiated equity and stock purchase agreements, structured F-reorganizations, and coordinated lender and rollover financing, balancing tax efficiency, transaction value, and integration strategy while managing founder expectations.
Advised design professional firms on a series of strategic acquisitions designed to expand service offerings and geographic reach. Structured and negotiated each transaction, addressing ownership alignment, integration risk, and operational continuity in the context of each client’s broader business strategy.
Counseled design professional and contractor clients on internal succession plans, including the design, negotiation, and implementation of shareholder agreements, buy-sell agreements, and related financing arrangements. Works closely with accountants and advisors to create structures that support long-term continuity, leadership succession, and financial stability.
Serves as outside general counsel to multiple A/E firms, advising on pre-claim risk management, employment matters, subconsultant and vendor disputes, collections, and mechanic’s liens. Regularly negotiates contracts with sophisticated counterparties, including Fortune 500 companies, and advises on multi-state licensing and regulatory compliance.
Advises design professional firms on licensing and regulatory compliance across multiple jurisdictions, including structuring how firms can legally expand into new states. Prepares and coordinates entity qualifications, licensing applications, and renewals to ensure clients can scale operations without regulatory disruption.
Credentials
Michelle is a sought-after speaker within the architecture and engineering community, addressing risk management, contract drafting, litigation strategy, and business succession issues unique to design professionals.
J.D., William Mitchell College of Law, Cum Laude (1996)
B.A., University of Notre Dame (1993)
State Bar of California (#214033)
Outside the Office
Outside the office, Michelle is deeply invested in her community. She serves as President and a board member of the Notre Dame Club of Orange County, founded the Notre Dame Professionals of Orange County (a professional network of more than 140 members), served as the Executive Director of the ND2OC Community Service Endowment, and has been involved in leadership with United Way’s 211OC project.
Next Steps
If you have questions or want to explore potential opportunities, we’d be glad to hear from you. Connect with our team to start the conversation, or learn more about what we offer and how we can support your goals.
From Our Attorney