Business & Securities Law

4.59

Drafting and Amending LLC Operating Agreements

Credits Available
Credit Status Total
Alaska CLE Approved 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
Louisiana CLE Approved 6 Total
Maine CLE Approved 6 Total
Minnesota CLE Approved 6 Total
Missouri CLE Approved 6 Total
Northern Mariana Islands CLE Approved 6 Total
Mississippi CLE Approved 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 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 6 Total
South Carolina CLE Approved 6 Total
Tennessee CLE Approved 6 Total
Texas CLE Approved 6 Total
Utah 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
OnDemand
5 hours 57 minutes
Gianfranco Pietrafesa
Timothy Boone
Robert Kasieta
Jeffrey Carey
With Gianfranco A. Pietrafesa from Archer & Greiner P.C. + 3 others
Recorded January 21, 2025
Product ID 99632

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Overview

The Essential LLC Operating Agreement Checklist for Attorneys

Are you confident in your ability to craft a well-structured operating agreement (OA)? In this focused course, our experienced practitioners outline key steps to LLC formation and provide you with techniques for addressing essential components of OAs. Gain actionable tips and tricks for preparing management and voting provisions, find out how to handle decision-making issues, discover different options for tax entity selection, and much more. Set the stage for success - register today!

  • Gain real-world tips for drafting operating agreements.
  • Demonstrate best practices for crafting voting and management provisions.
  • Uncover practical guidance for drafting distribution and allocation provisions.
  • Formulate strategies for creating dispute resolution and dissolution clauses.
  • Examine best practices for amending operating agreements.

Abbreviated Agenda

  1. LLC Litigation and Case Law Update
  2. Formation and Drafting: Crafting Articles and OAs (With Samples)
  3. Drafting Effective Management and Voting Provisions
  4. Tax Distribution and Allocation Provisions Made Simple
  5. Transfer Restrictions, ROFR, Impasse, and Capital Call Provisions
  6. Drafting Robust Dispute Resolution and Dissolution Clauses
  7. Amending Your Operating Agreements: Tips and Tactics
  8. Legal Ethics
Product ID 99632

Credit Details

Credits Available
Credit Status Total
Alaska CLE Approved 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
Louisiana CLE Approved 6 Total
Maine CLE Approved 6 Total
Minnesota CLE Approved 6 Total
Missouri CLE Approved 6 Total
Northern Mariana Islands CLE Approved 6 Total
Mississippi CLE Approved 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 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 6 Total
South Carolina CLE Approved 6 Total
Tennessee CLE Approved 6 Total
Texas CLE Approved 6 Total
Utah 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
Select Jurisdiction
CLE

Agenda

All times are shown in
  1. LLC Litigation and Case Law Update

  2. Formation and Drafting: Crafting Articles and OAs (With Samples)

    1. Choosing the Right LLC: Types and Steps to Formation
    2. Mastering the Basics: Articles of Organization
    3. Ownership and Capital Contributions
    4. LLC Recordkeeping Best Practices
    5. Top Drafting Tips and Techniques
  3. Drafting Effective Management and Voting Provisions

    1. Member Managed vs. Manager Managed
    2. Manager Powers, Appointment, Resignation, and Termination
    3. Scope of Fiduciary Duty (and Other Duties of Managers and Members)
    4. Officers
    5. Addressing Common Decision-Making Issues in LLCs
    6. Implications of Majority, Super-Majority, and Unanimity Voting
  4. Tax Distribution and Allocation Provisions Made Simple

    1. Options for Tax Entity Selection
    2. Allocations of Profits and Losses
    3. Distributions
    4. Preferred Returns
    5. Payments for Providing Services or Capital
  5. Transfer Restrictions, ROFR, Impasse, and Capital Call Provisions

  6. Drafting Robust Dispute Resolution and Dissolution Clauses

  7. Amending Your Operating Agreements: Tips and Tactics

  8. Legal Ethics

    1. Confidentiality
    2. Client Communication
    3. Conflicts of Interest
    4. Legal Ethics in Negotiations

Who Should Attend

This program is designed for attorneys. Accountants, banking professionals, tax professionals, financial planners, business executives, and paralegals may also benefit.

Speakers

Gianfranco A Pietrafesa
Gianfranco A.
Pietrafesa
Archer & Greiner P.C.
Timothy K Boone
Timothy K.
Boone
Berliner Cohen LLP
Robert J Kasieta
Robert J.
Kasieta
Kasieta Legal Group, LLC
Jeffrey J Carey
Jeffrey J.
Carey
Speaker bio
Gianfranco A Pietrafesa

Gianfranco A. Pietrafesa

Archer & Greiner P.C.
Gianfranco Pietrafesa

is a partner in the law firm of Archer & Greiner, P.C. in Hackensack, New Jersey, where he is a corporate and M&A lawyer. His practice includes business formation, corporate governance, mergers and acquisitions, and protection of business information. Mr. Pietrafesa is a former chairman of the Board of Directors of the Business Law Section of the New Jersey State Bar Association. He served on the select committee that drafted the New Jersey Revised Uniform Limited Liability Company Act, and received the 2012 Distinguished Legislative Service Award from the New Jersey State Bar Association in recognition of his work on and advocacy of the law. Mr. Pietrafesa has lectured extensively on the topics of corporations, LLCs, contract drafting, and legal ethics. He received the2020 Alfred C. Clapp Award for Excellence in Legal Education from the New Jersey Institute for Continuing Legal Education. He has taught the mergers and acquisitions transactional skills course at Seton Hall University School of Law and the business organizations course at Fairleigh Dickinson University. He is the author of numerous articles on corporate law, LLCs, contract drafting, litigation, and legal ethics. He served on the Editorial Board of New Jersey Lawyer Magazine for 15 years. Mr. Pietrafesa earned his J.D. degree from Seton Hall University School of Law, where he was an editor of the Seton Hall Legislative Journal; and his B.S. degree in accounting, summa cum laude, from Fairleigh Dickinson University.

Speaker bio
Timothy K Boone

Timothy K. Boone

Berliner Cohen LLP
Timothy Boone

is a partner with Berliner Cohen LLP in California. His practice areas include complex real estate and business transactions, business formation, estate planning, and trust and estate administration. Mr. Boone has counseled clients in the negotiation and drafting of leases, easements, 1031 exchanges, the purchase and sale of real estate and business interests, business formation, and business and estate succession. Prior to joining the firm, he served as vice president of legal services for Crescendo Interactive, a renowned leader in the field of charitable planning. While at Crescendo, Mr. Boone assisted nonprofit fundraisers, financial advisors, and attorneys in creating advanced estate and charitable plans. In addition to his legal work, Mr. Boone is a frequent corporate events speaker on matters related to complex real estate transactions, business transactions, estate planning, and trust and estate administration. He also publishes articles on topics of interest in these fields. Mr. Boone earned his B.S. degree, summa cum laude, from California State University Stanislaus, his J.D. degree, magna cum laude, from Liberty University and his LL.M. degree in taxation from Golden Gate University.

Speaker bio
Robert J Kasieta

Robert J. Kasieta

Kasieta Legal Group, LLC
Robert Kasieta

is the founder of Kasieta Legal Group, LLC in Madison, Wisconsin. He is a certified civil pre-trial and trial specialist by the National Board of Trial Advocates. Mr. Kasieta practices in civil litigation, with an emphasis on plaintiff personal injury and employment cases, as well as commercial litigation. He has written and taught extensively in the areas of trial practice, personal injury law and insurance law, and is an instructor of trial practice at the University of Wisconsin Law School. Mr. Kasieta is admitted to practice before the U.S. Supreme Court, as well as the U.S. Court of Appeals for the Seventh and Eleventh circuits, and all Wisconsin courts. He is a member of the Dane County Bar Association, State Bar of Wisconsin and the American Association for Justice. Mr. Kasieta earned his B.S. degree, summa cum laude, from Northern Michigan University and his J.D. degree from Marquette University Law School.

Speaker bio
Jeffrey J Carey

Jeffrey J. Carey

Jeffrey Carey

is an attorney with Boyd, Kenter, Thomas & Parrish, LLC. In addition to decades of litigation experience with a broad range of commercial litigation matters, Jeff has an M.B.A. and has served as general and transactional counsel for hundreds of business clients. Mr. Carey has been in private practice in Lee’s Summit since 1999. Jeff has litigated a broad range of cases including insurance coverage disputes, auto accidents, premises liability claims, medical malpractice, dental malpractice, legal malpractice, products liability, mass torts, business dissolutions, trade secrets, non-competition, professional E&O defense, employment discrimination, management-labor disputes, contract disputes, and securities litigation. Mr. Carey is a member of the Missouri Bar Association, Kansas Bar Association, Board Member of Lee’s Summit Parks and Recreation, former co-chair of the Chamber’s Business Development Council, and Lee’ s Summit Chamber of Commerce member. He earned his B.A. degree from the University of Missouri and his J.D. degree from the University of Missouri Kansas City. Mr. Carey also holds an M.B.A. degree from the University of Missouri Kansas City.

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