James E. Brophy


Phoenix, AZ
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(602) 440-4807
(602) 257-9582


Jim has been an attorney with Ryley Carlock & Applewhite since 1974.  His practice focuses on securities, business transactions and employee benefits law, and includes regulatory representation before the Arizona Securities Division of the Arizona Corporation Commission, the Arizona Department of Financial Institutions, and the Arizona Department of Insurance.  He has also lectured at numerous continuing legal education programs for the Arizona State Bar.

Jim's experience includes the preparation of Securities and Exchange Commission ("SEC") registration statements (Forms S1, S2, S3, S4 and S8) for initial and follow-on public offerings; the preparation of SEC Forms 8-K, 10-Q, and 10-K; and preparation of and consultation regarding proxy materials, including routine proxy solicitations and merger and acquisition proxies.  Jim also has experience negotiating and preparing merger and acquisition documents for both buyers and sellers; executive employment agreements; executive compensation programs, including supplemental executive retirement plans (top-hat plans); stock option programs; phantom stock plans; deferred compensation plans; and long-term incentive performance plans.  Jim has counseled boards of directors for both for-profit and non-profit entities and provided advice relating to fiduciary obligations and conflicts of interest.

Jim is experienced in insurance and banking law, including the formation and licensing of insurance and reinsurance companies and banks and providing counseling concerning the regulation of banks and insurance companies.

Jim is a member of the firm's Executive Committee.  Jim has been recognized in Chambers USA America's Leading Lawyers for Business for 2005-2010 and in the Best Lawyers in America® for 2005-2012.






October 14, 2013  Client Alert:  SEC Issues Proposed Rules Intended to Protect Investors and Gather Additional Information in Connection With Permitting General Solicitation
July 11, 2013  Client Alert:  Self-Directed IRA's: Caution Required
March 12, 2009  Securities Law Update: SEC Requires Electronic Filing of Form D
February 14, 2008  SEC Adopts Significant Revisions to Rules 144 and 145
  • Securities Aspects of Real Estate Syndication, Real Estate Syndication Syllabus, Realty Seminar Institute
  • International Lawyers Network Publications 2007:
    • U.S. Securities Law Developments:  Important and Information for
      Advisers to Start-ups and Small Companies
      (Proposed Amendments
      to Forms S-3 and F-3 and Rule 144, November 17, 2007
    • International Financial Reporting Standards, November 17, 2007
    • State Corporate Law Comparisons - Delaware, Arizona and Nevada,
      November 17, 2007
  • Arizona State Bar CLE Publications:  "Selected Tax Aspects of Real Estate Transactions," "Fiduciary Responsibility Under ERISA-An Update," "Plan Terminations and Conversions Under ERISA"
  • Lecturer on various tax matters for Arizona State Bar Continuing Education Programs
  • Lecturer, Phoenix Tax Workshop


  • American Bar Association
  • Arizona Town Hall
  • The Foundation for Senior Living, Vice Chairman
  • Phoenix Art Museum
    • Men's Art Council, Past President
    • 1999 Cowboy Art Sale and Exhibit, Chairman
  • Phoenix Tax Workshop, past member Board of Directors
  • Western Art Associates
  • Western Pension and Benefits Conference,
       Phoenix Chapter, Past President
Profile Information




  • University of Arizona, B.A., 1968, cum laude
  • Arizona State University, J.D., 1974, magna cum laude
  • Arizona State Law Journal, Articles Editor


  • State Bar of Arizona, 1974
  • U.S. District Court, District of Arizona, 1974
  • U.S. Court of Appeals for the Ninth Circuit, 1974
  • U.S. Tax Court, 1974

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