Business & Securities Law

Live Online

LLC Operating Agreements: Start to Finish

Credits Available
Credit Status Total
Alaska CLE Reciprocity 6 Total
Alabama CLE Approved 6 Total
Arkansas CLE Approved 6 Total
Arizona CLE Approved 6 Total
California CLE Approved 6 Total
Colorado CLE Approved 7 Total
Connecticut CLE Approved 6 Total
Delaware CLE Approved 6 Total
Florida CLE Approved 7 Total
Georgia CLE Approved 6 Total
Hawaii CLE Approved 6 Total
Iowa CLE Approved 6 Total
Idaho CLE Approved 6 Total
Illinois CLE Approved 6 Total
Indiana CLE Approved 6 Total
Kansas CLE Approved 7 Total
Kentucky CLE Approved 6 Total
Louisiana CLE Approved 6 Total
Maine CLE Approved 6 Total
Minnesota CLE Pending 6 Total
Missouri CLE Approved 7.2 Total
Northern Mariana Islands CLE Approved 6 Total
Mississippi CLE Upon Request 6 Total
Montana CLE Approved 6 Total
North Carolina CLE Approved 6 Total
North Dakota CLE Approved 6 Total
Nebraska CLE Approved 6 Total
New Hampshire CLE Approved 6 Total
New Jersey CLE Approved 7.2 Total
New Mexico CLE Approved 6 Total
Nevada CLE Approved 6 Total
New York CLE Approved 7 Total
Ohio CLE Approved 6 Total
Oklahoma CLE Approved 7 Total
Oregon CLE Approved 6 Total
Pennsylvania CLE Approved 6 Total
Rhode Island CLE Upon Request 7 Total
South Carolina CLE Approved 6 Total
Tennessee CLE Approved 6 Total
Texas CLE Approved 6 Total
Utah CLE Approved 6 Total
Virginia CLE Approved 6 Total
Vermont CLE Approved 6 Total
Washington CLE Approved 6 Total
Wisconsin CLE Approved 7 Total
West Virginia CLE Approved 7.2 Total
Wyoming CLE Approved 6 Total
New York CPE for Accountants Approved 7 Total
Washington CPE for Accountants Approved 7 Total
Wisconsin CPE for Accountants Approved 7.2 Total
CPE for Accountants/NASBA Approved 7 Total
Live Online + OnDemand
6 hours
Dustin Hurley
Mark Brechbill
Richard Marsh
With Dustin R. Hurley from Hurley Law, LLC + 2 others

Thu, Feb 19, 00:00 AM – 00:00 PM

Product ID 101533

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Course Includes
$389

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OnDemand Video

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OnDemand content will be available within 7 days of event date.


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Overview

Create a Solid LLC Agreement for Your Client

Drafting an airtight LLC agreement is the best way to protect your client from future disputes and litigation. Gain a better understanding of what should be taken into consideration and what crucial provisions need to be included in your agreements to ensure a favorable outcome in settlement or court if member conflicts arise. Register today!

  • Get a step-by-step walkthrough of details to consider when drafting an LLC agreement.
  • Gain a better understanding of formation provisions in the operating agreement.
  • Identify practical implications of majority, super-majority and unanimity voting.
  • Weigh different options for tax entity selection.
  • Draft better transfer restrictions, right of first refusal, impasse (put/call) capital call, and dissolution provisions.
  • Receive practical advice for common ethical issues that may arise, including conflicts of interest and confidentiality risks.

Abbreviated Agenda

  1. Formation and Drafting: Articles and Operating Agreement
  2. Management and Voting Provisions
  3. Tax Process: Distribution and Allocation Provisions
  4. Transfer Restriction Issues, Right of First Refusal, Impasse (Put/Call), Capital Call and Dissolution Provisions
  5. Current Developments in LLC Litigation
  6. Ethics
Product ID 101533

Credit Details

Credits Available
Credit Status Total
Alaska CLE Reciprocity 6 Total
Alabama CLE Approved 6 Total
Arkansas CLE Approved 6 Total
Arizona CLE Approved 6 Total
California CLE Approved 6 Total
Colorado CLE Approved 7 Total
Connecticut CLE Approved 6 Total
Delaware CLE Approved 6 Total
Florida CLE Approved 7 Total
Georgia CLE Approved 6 Total
Hawaii CLE Approved 6 Total
Iowa CLE Approved 6 Total
Idaho CLE Approved 6 Total
Illinois CLE Approved 6 Total
Indiana CLE Approved 6 Total
Kansas CLE Approved 7 Total
Kentucky CLE Approved 6 Total
Louisiana CLE Approved 6 Total
Maine CLE Approved 6 Total
Minnesota CLE Pending 6 Total
Missouri CLE Approved 7.2 Total
Northern Mariana Islands CLE Approved 6 Total
Mississippi CLE Upon Request 6 Total
Montana CLE Approved 6 Total
North Carolina CLE Approved 6 Total
North Dakota CLE Approved 6 Total
Nebraska CLE Approved 6 Total
New Hampshire CLE Approved 6 Total
New Jersey CLE Approved 7.2 Total
New Mexico CLE Approved 6 Total
Nevada CLE Approved 6 Total
New York CLE Approved 7 Total
Ohio CLE Approved 6 Total
Oklahoma CLE Approved 7 Total
Oregon CLE Approved 6 Total
Pennsylvania CLE Approved 6 Total
Rhode Island CLE Upon Request 7 Total
South Carolina CLE Approved 6 Total
Tennessee CLE Approved 6 Total
Texas CLE Approved 6 Total
Utah CLE Approved 6 Total
Virginia CLE Approved 6 Total
Vermont CLE Approved 6 Total
Washington CLE Approved 6 Total
Wisconsin CLE Approved 7 Total
West Virginia CLE Approved 7.2 Total
Wyoming CLE Approved 6 Total
New York CPE for Accountants Approved 7 Total
Washington CPE for Accountants Approved 7 Total
Wisconsin CPE for Accountants Approved 7.2 Total
CPE for Accountants/NASBA Approved 7 Total
Select Jurisdiction
CLE
Other

Agenda

All times are shown in
  1. Formation and Drafting: Articles and Operating Agreement

    1. Types of LLCs
    2. Steps to LLC Formation
    3. The Basics of Articles of Organization
    4. Capital Contributions
    5. Ownership Interest Documentation
    6. LLC Recordkeeping
    7. Drafting Tips and Suggestions
  2. Management and Voting Provisions

    1. Member Managed vs. Manager Managed
    2. Manager Powers, Appointment, Resignation and Termination
    3. Officers (If Desired)
    4. Problems with Decision-Making in LLCs
    5. Practical Implications of Majority, Super-Majority and Unanimity Voting
    6. Scope of Fiduciary Duty and Other Duties of Managers and Members
  3. Tax Process: Distribution and Allocation Provisions

    1. Options for Tax Entity Selection
    2. Allocations of Profits and Losses
    3. Distributions Generally
    4. Preferred Returns
    5. Payments for Providing Services or Capital
  4. Transfer Restriction Issues, Right of First Refusal, Impasse (Put/Call), Capital Call and Dissolution Provisions

    1. Limitations on Transfer
    2. Tax and Operations Effects of Different Types of Buyout Provisions
    3. Options and Mandatory Buyouts
    4. Rights of First Refusal and Rights of First Offer
    5. Drag-Along, Come-Along Rights
    6. Capital Calls
    7. Impasse Provisions
    8. Dissolution
  5. Current Developments in LLC Litigation

    1. Limited Liability of LLC Members and Managers - Piercing the LLC Veil
    2. Fiduciary Duties of LLC Members and Managers
    3. Interpretation of LLC Operating Agreement as to Fiduciary Duties
    4. Interpretation of LLC Operating Agreement as to Additional Capital Contributions
    5. Interpretation of LLC Operating Agreement as to Removal of Manager
    6. Interpretation of LLC Operating Agreement as to Fee-Shifting Provisions
    7. Reformation of LLC Operating Agreement
    8. Improper Distribution by an LLC
    9. Charging Orders Regarding LLC Property
    10. Merger, Conversion and Reorganization of LLCs
  6. Ethics

    1. Conflicts of Interest and Confidentiality
    2. Unauthorized Practice of Law
    3. Client Communication
    4. Legal Ethics in Negotiations
    5. Top Client Complaints and Attorney Discipline

Who Should Attend

This course was designed for attorneys. Accountants, banking professionals, enrolled agents, financial planners, and business executives may also find it beneficial.

Speakers

Dustin R Hurley
Dustin R.
Hurley
Hurley Law, LLC
Mark Brechbill
Mark
Brechbill
Mark Brechbill, PLLC
Richard R Marsh
Richard R.
Marsh
Flaherty Sensabaugh Bonasso PLLC
Speaker bio
Dustin R Hurley

Dustin R. Hurley

Hurley Law, LLC
Dustin Hurley

is the managing attorney at Hurley Law, LLC in Middletown and Cincinnati, Ohio. He has enjoyed a diverse legal career, making him uniquely qualified to effectively represent businesses and business owners. Mr. Hurley's practice is focused on business law, commercial real estate, business litigation and serving as outside general counsel for businesses. He earned his B.S. degree from the Miami University School of Business and his J.D. degree from the University of Dayton School of Law. Mr. Hurley is a member of the Butler County Bar Association and the Mid-Miami Valley Bar Association.

Speaker bio
Mark Brechbill

Mark Brechbill

Mark Brechbill, PLLC
Mark Brechbill

is the founder of Mark Brechbill, PLLC, a large CPA firm providing auditing, consulting and accounting services to small to mid-sized businesses on the Treasure Coast. He is also the founder of MB Wealth Solutions, LLC, a financial and business consulting firm focusing on generational business strategies and complicated tax and estate planning issues. Mr. Brechbill concentrates most of his time in the firm's business and tax consulting practice, assisting with business formation and organization, purchases and sales, and reorganizations. He also sponsors and hosts a series of call-in radio programs entitled "Treasure Coast Solutions" that answers listeners' questions pertaining to condos and HOAs, non-profit activities, City of Stuart issues, and international, national and statewide economic policies and their impact on individuals and businesses locally. Mr. Brechbill earned his Bachelor of Business degree in accounting from Western Illinois University, is licensed as a CPA in Florida, and is a member of the FICPA and AICPA.

Speaker bio
Richard R Marsh

Richard R. Marsh

Flaherty Sensabaugh Bonasso PLLC
Richard Marsh

is an attorney with Flaherty Sensabaugh Bonasso PLLC, practicing out of the firm's Clarksburg and Morgantown, West Virginia offices. His areas of concentration include municipal law, trusts and estates, real property, tax matters, and general business representation. Mr. Marsh has extensive experience guiding clients through estate planning and administration, with particular emphasis on addressing estate tax implications and resolving tax liabilities that arise during the settlement process. He graduated from West Virginia University in 2005 with a B.S. degree in agribusiness management and rural development, and from West Virginia University College of Law in 2008. Prior to joining Flaherty Sensabaugh Bonasso PLLC, he practiced with McNeer, Highland, McMunn & Varner L.C. Throughout his career, Mr. Marsh's practice has focused on estates, estate planning, real property, small businesses, and tax considerations integral to those areas.

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In the unlikely event that NBI cancels or reschedules an upcoming program, each registered attendee will be contacted via email by a representative of NBI. Outreach to attendees begins as soon as NBI is made aware that a program will not move forward at its originally scheduled date and time.
Are multiple attendee discounts available?
Yes, the more people you bring from your organization, the more you save. After the first registration, each additional attendee receives a special discount off of their total tuition.
When will the OnDemand be available and how long will I have access to the content?
The OnDemand Video will be available to stream within 14 days of live broadcast date. You will have access to the content for 6 months in your account. If you’re a subscriber, you’ll have access to your course recordings until 7 days after the expiration date of the subscription.
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When you enroll prior to the live event date you will receive access to the live-streaming webinar which will allow you to interact with faculty in real-time. With each course, you will receive access to the content via OnDemand Streaming and the Video Download. Course reference materials are included with each course purchase in a downloadable PDF format.
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