Business & Securities Law

Live Online

LLC Operating Agreement Drafting Workshop

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 Pending 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 Approved 6 Total
Missouri CLE Approved 7.2 Total
Northern Mariana Islands CLE Approved 6 Total
Montana CLE Approved 6 Total
North Carolina 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
Pennsylvania CLE Approved 6 Total
Rhode Island CLE Approved 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
Arizona CPE for Accountants Approved 7 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
6 hours
Kenneth Votre
Joseph Mandarino
Andrew Dockter
Christopher Bonner
Tony Arias
With Kenneth A. Votre from Votre & Associates, P.C. + 4 others

Tue, Dec 29, 00:00 AM – 00:00 PM

Product ID 102803

Register For Course

Course Includes
$429

Live Webinar Registration

OnDemand Recording

Course Book Download

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

Overview

Draft Airtight LLC Operating Agreements Every Time

A poorly drafted LLC operating agreement can unravel years of client work - triggering disputes, tax complications, and costly litigation. This hands-on workshop takes a clause-by-clause approach to drafting airtight operating agreements, walking through real-world scenarios and common drafting traps at every stage. From membership structures and governance provisions to buy-sell mechanics, AI-assisted drafting, and ethics, you will leave with concrete drafting strategies you can apply immediately. Draft with greater precision, confidence, and consistency - register today!

  • Apply clause-level drafting techniques for membership interests, contributions, and economic provisions.
  • Structure governance and voting provisions that work in practice, not just on paper.
  • Draft profit/loss allocations and distribution provisions with precision.
  • Build enforceable buy-sell, transfer restriction, and exit provisions tailored to client needs.
  • Anticipate and prevent the drafting errors most commonly litigated in LLC disputes.
  • Use AI tools effectively and ethically to draft and review LLC operating agreements.

Abbreviated Agenda

  1. Membership Interests, Capital, and Economic Provisions
  2. Governance, Management, and Voting Provisions
  3. Profit and Loss: Allocations and Distribution Provisions
  4. AI-Powered Drafting and Review
  5. Drafting for Litigation Avoidance: Lessons From LLC Case Law
  6. Transfer Restrictions, Buy-Sell Provisions, and Exit Mechanics
  7. Ethics in LLC Representation

Can't Attend Live?

Get the OnDemand Instead

Watch the recording of this event on your own schedule. We'll notify you when its ready.

Product ID 102803

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 Pending 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 Approved 6 Total
Missouri CLE Approved 7.2 Total
Northern Mariana Islands CLE Approved 6 Total
Montana CLE Approved 6 Total
North Carolina 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
Pennsylvania CLE Approved 6 Total
Rhode Island CLE Approved 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
Arizona CPE for Accountants Approved 7 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. Membership Interests, Capital, and Economic Provisions

    1. Membership Interest Structures: Units, Percentages, and Classes
    2. Drafting Capital Contribution Clauses: Initial, Additional, and Contingent
    3. Documenting Ownership: Certificates, Ledgers, and Registers
    4. Common Drafting Errors in Economic Provisions
  2. Governance, Management, and Voting Provisions

    1. Choosing the Right Management Structure for the Client
    2. Drafting Manager Authority, Limitations, and Indemnification Clauses
    3. Appointment, Removal, and Succession of Managers
    4. Voting Thresholds and Deadlock: Structuring Decision-Making and Resolving Impasse
    5. Fiduciary Duties: Modifying, Expanding, or Eliminating
  3. Profit and Loss: Allocations and Distribution Provisions

    1. Tax Classification and Its Impact on Drafting
    2. Allocation Provisions: Special Allocations and Section 704 Compliance
    3. Distribution Waterfalls: Pro Rata vs. Non-Pro Rata Structures
    4. Preferred Returns and Return of Capital Provisions
    5. Guaranteed Payments vs. Distributive Shares: Drafting Distinctions
    6. Tax Distribution Clauses and Safe Harbors
  4. AI-Powered Drafting and Review

    1. Crafting Prompts that Yield High-Quality Output
    2. Walkthrough: Drafting and Refining LLC Operating Agreements With AI
    3. Practical Tips for AI-Assisted Review
  5. Drafting for Litigation Avoidance: Lessons From LLC Case Law

    1. Veil Piercing: What Poor Drafting Enables
    2. Ambiguous Fiduciary Duty Clauses and How Courts Interpret Them
    3. Contested Removal, Capital Call, and Fee-Shifting Provisions
    4. Charging Orders, Improper Distributions, and Merger Provisions
    5. Drafting Checklists and Red-Flag Review Techniques
  6. Transfer Restrictions, Buy-Sell Provisions, and Exit Mechanics

    1. Permitted and Prohibited Transfers: Drafting Clear Boundaries
    2. Rights of First Refusal and Rights of First Offer: Key Differences and Drafting Tips
    3. Drag-Along and Tag-Along Rights: Protecting Majorities and Minorities
    4. Put/Call Options and Mandatory Buyout Triggers
    5. Capital Call Provisions: Obligations, Consequences, and Dilution Mechanics
    6. Dissolution and Winding-Up Provisions
  7. Ethics in LLC Representation

    1. Identifying and Managing Conflicts in Multi-Member Engagements
    2. Confidentiality Obligations When Representing the Entity
    3. Communicating Limitations and Risks to Non-Attorney Members
    4. Ethics in Negotiations and Document Preparation
    5. Ethical Use of AI in Drafting LLC Operating Agreements

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

Kenneth A Votre
Kenneth A.
Votre
Votre & Associates, P.C.
Joseph C Mandarino
Joseph C.
Mandarino
Polsinelli
Andrew Dockter
Andrew
Dockter
Shook, Hardy & Bacon L.L.P.
Christopher J Bonner
Christopher J.
Bonner
Barclay Damon, LLP
Tony Arias
Tony
Arias
Holland & Hart LLP
Speaker bio
Kenneth A Votre

Kenneth A. Votre

Votre & Associates, P.C.
Kenneth Votre

is an attorney at Votre & Associates, P.C. He practices commercial litigation, taxation, tax litigation, international business litigation, legal malpractice, and intellectual property litigation. Mr. Votre earned his bachelor's degree from the University of Bridgeport, as well as his J.D. degree, magna cum laude. He earned his LL.M. degree in taxation from the University of Bridgeport and his LL.M. degree in international and comparative law from Georgetown University Law Center. Mr. Votre is admitted to practice law in Connecticut; New York; U.S. District Court, District of Connecticut; U.S. Tax Court; U.S. Court of Appeals, Federal and Second circuits; U.S. Court of International Trade; U.S. Supreme Court; and U.S. District Court, Northern District of Illinois.

Speaker bio
Joseph C Mandarino

Joseph C. Mandarino

Polsinelli
Joseph Mandarino

is a Shareholder with Polsinelli in the firm's Atlanta office. His practice focuses primarily on tax and financial planning. Mr. Mandarino writes and speaks extensively on a wide range of business, tax and finance topics. He has published over 100 articles in journals and in-house newsletters, and has participated in over 200 presentations and seminars. Mr. Mandarino's articles have appeared in the National Law Journal, Mergers & Acquisitions magazine, Tax Notes Today, Journal of Real Estate Taxation, Journal of S Corporation Taxation, Journal of Multistate Taxation, Tax & Finance Newsletter and NYU Institute on Federal Taxation. In addition, he has spoken at meetings and seminars organized by numerous organizations, including the American Bar Association, White House Conference on Small Businesses, U.S. Small Business Administration, Georgia Electronic Commerce Association, Federation of Exchange Accommodators, International Reinsurance Conference, Service Corps of Retired Executives and the United Way, as well as several panel-type TV discussion programs. Mr. Mandarino earned his B.A. degree from the University of Toronto, his J.D. degree, cum laude, from Loyola University School of Law and his LL.M. degree from New York University School of Law.

Speaker bio
Andrew Dockter

Andrew Dockter

Shook, Hardy & Bacon L.L.P.
Andrew Dockter

is senior counsel with Shook, Hardy & Bacon L.L.P., where his practice focuses on business transactions and tax law for individuals, and all stages and sizes of business entities. He is experienced in routinely drafting and negotiating relevant documents for joint ventures, LLCs, partnerships (including limited partnerships), closely held businesses (including succession planning) and corporations, as well as assisting individuals with their interactions with such entities. Mr. Dockter represents clients in a wide variety of industries, including real estate, finance, technology, medical, manufacturing, service and retail. While earning his J.D. degree, he worked as a tax researcher for H&R Block where he specialized in business entity taxation issues. Mr. Dockter would then earn a Master of Laws degree in taxation. Before joining Shook, he worked for eight years as a business and tax law attorney in private practice.

Speaker bio
Christopher J Bonner

Christopher J. Bonner

Barclay Damon, LLP
Christopher Bonner

is special counsel with Barclay Damon, LLP, where he practices in the areas of corporate law, corporate and municipal securities, and banking regulation. His clients include large and small businesses, banks, startup enterprises, buyers and sellers of businesses, and securities investors. Mr. Bonner organizes corporations, LLCs and other alternative entities, and represents them on a continuing basis with various kinds of business contracts. He represents buyers and sellers of businesses, from the initial planning stage through to the final closing. Mr. Bonner is a member of the New York State Bar Association (Business Law and Tax Law sections) and American Bar Association (Business Law and Taxation sections). He earned his B.A. degree from Williams College, his J.D. degree from Harvard Law School and his LL.M. degree in taxation from New York University.

Speaker bio
Tony Arias

Tony Arias

Holland & Hart LLP
Tony Arias

is an associate with the Denver office of Holland & Hart LLP, where he helps clients navigate complex and rapidly evolving laws and regulations, deploying industry best practices across AI, privacy, security, consumer finance, and risk management issues. He holds CIPP/US, CIPM, and AIGP certifications from the International Association of Privacy Professionals. With clients ranging from nimble startups to prominent Fortune 500 companies, Mr. Arias provides counsel on U.S. and international privacy, security, and fintech regulatory compliance and contractual matters. As corporate counsel and data privacy officer for a fintech company, he gained valuable experience providing SaaS solutions to top-tier financial institutions. In this role, Mr. Arias negotiated and executed complex, high-value transactions and improved the business's data management and privacy compliance. He also brings private practice experience representing clients in consumer finance regulatory compliance matters, complex commercial lawsuits, and federal and state government investigations. Beyond his professional commitments, Mr. Arias is deeply involved with his community, serving as a mentor and adopting leadership roles in various professional and civic organizations. He has been instrumental in establishing and distributing scholarship funds for deserving individuals, championing equity in education, and contributing to increased visibility for local artists. Mr. Arias earned his B.A. degree from University of Evansville and his J.D. degree from University of Denver Sturm College of Law.

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