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Overview
Avoid, Manage, and Leverage Formation, Tax, and Operating Agreement Oversights
We asked. You told us what issues you encounter daily with your LLC clients. This practical full-day course, taught by seasoned faculty who overcome these hurdles on a consistent basis, will give you the exact mechanisms you need to tackle the problems you combat most. The unique business structure and rules of LLCs make them an invaluable instrument for your clients - don't miss out on this opportunity to learn not only how to spot potential pitfalls, but also how to plan and design the LLC to better meet their needs. Register today!
- Review critical considerations when establishing entities to minimize LLC veil piercing.
- Determine when and how to use the LLC, as opposed to the S Corp.
- Uncover all the uses (and liabilities) of using LLCs in connection with trusts and tax planning.
- Review real-world operating agreement provisions gone wrong, including distribution, allocation, capital call and voting.
- Identify charging order landmines you must avoid.
- Find out common mistakes members make that allow the LLC veil to be pierced.
- Tackle tax mistakes made during LLC formation, change of tax status, conversion and reorganization.
Abbreviated Agenda
- Taxation of LLCs - Top Attorney Mistakes
- LLC Operating Agreements Gone Wrong (with Real-Life Examples)
- Top Single Member LLC Mistakes to Avoid
- Use of LLCs in Asset Protection and Estate Planning
- Piercing of the LLC Veil
- LLC Ethical Traps
Credit Details
Credits Available
| Credit | Status | Total | Until |
|---|---|---|---|
| Illinois CLE |
|
6 Total | 04-11-2026 |
| Missouri CLE |
|
6 Total | 04-12-2026 |
Select Jurisdiction
CLE
Agenda
-
Taxation of LLCs - Top Attorney Mistakes
- LLC Taxed as Partnership? Sub S Corp? C Corp?
- LLC or S Corp: Tax and Non-Tax Errors to Avoid
- Single Member LLCs Taxed as Disregarded Entity
- Pass Through Treatment and Formation Issues
- Changing LLC Tax Status and Conversion/Reorganization Tax Mistakes
- Transfer of Appreciated Property to the LLC
- Taxation on Sales of an Interest and Check-the-Box Regulation
- Employment/Self-Employment Tax Issues
- Compensation Planning, Use of Guaranteed Payments & Distributive Shares
- Termination, Liquidation and Dissolution Issues
- Death or Retirement of a Member
- Using Elections to Make Optional Basis Adjustments to Minimize Tax in Distributions
- Sale-Leaseback Arrangements
-
LLC Operating Agreements Gone Wrong (with Real-Life Examples)
- Capital Call/Admission of New Members
- Management Removal and Indemnification of Manager
- Voting Provisions and Transfer Restrictions
- Distribution and Allocation Clauses
- Amendments and Tax and Reporting Clauses
- Buy/Sell/Forced Sale Rights, Impasse and Dissolution
-
Top Single Member LLC Mistakes to Avoid
-
Use of LLCs in Asset Protection and Estate Planning
-
Piercing of the LLC Veil
-
LLC Ethical Traps
- Role of Attorney in LLC Formation
- Avoiding Conflicts of Interest
- When to Refer an LLC Case Out
- Fraudulent Transfers
Who Should Attend
This intermediate level online seminar is designed for the following individuals:
- Attorneys
- Accountants
- CPAs
- Commercial Bankers/Loan Officers
- Paralegals
Speakers
Speaker bio
James A. Borchers
is the founder of InNovare Law LC, where his practice focuses on small business, commercial transactions, real estate, franchising and estate planning. Mr. Borchers has taught limited liability company issues and drafting for The Missouri Bar and National Business Institute. He also teaches classes at the St. Charles Community College on starting your own business, and serves as a mentor for various entrepreneur communities in the St. Louis area. Mr. Borchers is dedicated to helping attorneys recognize that LLCs are not corporations in LLC clothing. He is active in various American Bar Association and The Missouri Bar committees relating to small business and estate planning. Mr. Borchers earned his B.A. degree from Valparaiso University, his J.D. degree from Gonzaga University, and his LL.M. degree in taxation from Washington University St. Louis.
Speaker bio
Ira L. Blank
is an attorney with The Enterprise Law Group, LLC in St. Louis, Missouri. He is a seasoned management-side labor and employment attorney and litigator, with decades of experience as outside labor and employment counsel to businesses, and in-house HR/HR legal services. Mr. Blank guides businesses through difficult employee situations and represents businesses workforce-related litigation, investigations, and audits. He earned his B.S. degree from the University of Alabama, his Master of Industrial and Labor Relations from Cornell University, and his J.D. degree from Washington University School of Law.
Speaker bio
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
Matt D. Mentzer
is a CPA and attorney in the firm's Overland Park office, where he represents clients in trust, estate, and tax-planning matters as part of the Kansas City transactional practice group. Leveraging 15 years of combined accounting and legal experience, Mr. Mentzer frequently advises high-net-worth clients with taxable estates to develop and implement income and gift/estate tax minimization and mitigation strategies. He prepares estate plans and represents clients in all phases of probate and trust administration. Mr. Mentzer also serves as tax counsel on M&A transactions to incorporate tax planning throughout the matter, and represents clients before the US Tax Court, IRS Office of Appeals, and state taxing authorities on various tax issues and controversies. Before joining Foulston Siefkin LLP, his experience includes serving as lead tax attorney for a wealth management firm with more than $200 billion in assets under management. Mr. Mentzer frequently collaborates with clients' wealth management, financial planning, and CPAs to implement tax strategies focused on achieving optimal results for clients. He was named to the Missouri and Kansas Rising Stars list in 2017 and 2018. Mr. Mentzer earned his B.A. and J.D. degrees from University of Kansas.
Speaker bio
Michael J. Gorby
is a founder and partner with Gorby Peters & Associates, LLC. He is a nationally recognized leader in complex corporate disputes, professional negligence cases, and liability issues that arise for property owners and managers, such as hotel chains, restaurants, shopping centers, apartment complexes, office buildings and other public venues. Since 1998, Mr. Gorby has served as the program chair for the Institute of Continuing Legal Education in Georgia (an affiliate of the University of Georgia), on the topic of premises liability. He is also the author of a popular legal treatise, Premises Liability in Georgia, which is published by Thomson Reuters/West, and which is now in its third edition. Mr. Gorby serves as an instructor/lecturer for Georgia Tech Procurement Assistance Center (GTPAC) in the area of procuring government contracts, and is also a registered mediator. He earned his B.A. degree from Georgia State University and his J.D. degree from the University of Georgia School of Law.
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