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OnDemand Video
Course Book Download
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
- LLC Litigation and Case Law Update
- Formation and Drafting: Crafting Articles and OAs (With Samples)
- Drafting Effective Management and Voting Provisions
- Tax Distribution and Allocation Provisions Made Simple
- Transfer Restrictions, ROFR, Impasse, and Capital Call Provisions
- Drafting Robust Dispute Resolution and Dissolution Clauses
- Amending Your Operating Agreements: Tips and Tactics
- Legal Ethics
Credit Details
Credits Available
| Credit | Status | Total | Until |
|---|---|---|---|
| Alaska CLE |
|
6 Total | 01-21-2027 |
| Arizona CLE |
|
6 Total | 01-21-2027 |
| California CLE |
|
6 Total | 01-21-2027 |
| Colorado CLE |
|
7 Total | 12-31-2027 |
| Connecticut CLE |
|
6 Total | 01-21-2027 |
| Delaware CLE |
|
6 Total | 01-25-2027 |
| Georgia CLE |
|
6 Total | 12-31-2026 |
| Hawaii CLE |
|
6 Total | 01-21-2027 |
| Idaho CLE |
|
6 Total | 01-21-2030 |
| Illinois CLE |
|
6 Total | 01-20-2027 |
| Maine CLE |
|
6 Total | 01-20-2027 |
| Minnesota CLE |
|
6 Total | 01-21-2027 |
| Missouri CLE |
|
6 Total | 01-21-2027 |
| Northern Mariana Islands CLE |
|
6 Total | 01-21-2027 |
| Montana CLE |
|
6 Total | 01-21-2028 |
| North Dakota CLE |
|
6 Total | 01-21-2028 |
| Nebraska CLE |
|
6 Total | 01-21-2027 |
| New Hampshire CLE |
|
6 Total | 01-21-2028 |
| New Mexico CLE |
|
6 Total | 01-21-2027 |
| Nevada CLE |
|
6 Total | 01-21-2028 |
| New York CLE |
|
7 Total | 01-21-2028 |
| Ohio CLE |
|
6 Total | 12-31-2026 |
| Oklahoma CLE |
|
7 Total | 01-21-2027 |
| Oregon CLE |
|
6 Total | 01-21-2028 |
| Pennsylvania CLE |
|
6 Total | 01-21-2027 |
| Rhode Island CLE |
|
6 Total | |
| Tennessee CLE |
|
6 Total | 01-20-2027 |
| Vermont CLE |
|
6 Total | 01-21-2027 |
| Washington CLE |
|
6 Total | 01-20-2030 |
| Wisconsin CLE |
|
7 Total | 12-31-2026 |
| West Virginia CLE |
|
7.2 Total | 01-21-2027 |
Credit Details by Jurisdiction
OnDemand Video
CLE
Credits
Alaska CLE Approved · 6 Total Credits
- 1 MECLE Ethics
Earn Until
OnDemand - Alaska CLE - 6: This program may qualify for up to 6.0 hours of technology-delivered credit, which includes 5.0 hours of MCLE credit and 1.0 hours of MECLE credit. Alaska Bar members may claim credit for attending CLE programs that have been accredited by other mandatory CLE jurisdictions.
Video Download - Alaska CLE - 6: This program may qualify for up to 6.0 hours of technology-delivered credit, which includes 5.0 hours of MCLE credit and 1.0 hours of MECLE credit. Alaska Bar members may claim credit for attending CLE programs that have been accredited by other mandatory CLE jurisdictions.
Arizona CLE Approved · 6 Total Credits
- 1 Professional Responsibility
Earn Until
OnDemand - Arizona CLE - 6: The State Bar of Arizona does not approve or accredit CLE activities for the Mandatory Continuing Legal Education requirement. This activity may qualify for up to 6.0 hours toward your annual CLE Interactive CLE requirement for the State of Arizona, including 1.0 hour of professional responsibility Interactive CLE credit.
Video Download - Arizona CLE - 6: The State Bar of Arizona does not approve or accredit CLE activities for the Mandatory Continuing Legal Education requirement. This activity may qualify for up to 6.0 hours toward your annual CLE Interactive CLE requirement for the State of Arizona, including 1.0 hour of professional responsibility Interactive CLE credit.
California CLE Approved · 6 Total Credits
- 1 Legal Ethics
Earn Until
OnDemand - California CLE - 6: This activity has been approved for Minimum Continuing Legal Education credit by the State Bar of California and may qualify for up to 6.0 hours of participatory credit, of which 1.0 hour will apply to legal ethics credit. NBI, Inc. certifies this activity conforms to the standards for approved education activities prescribed by the rules and regulations of the State Bar of California governing minimum continuing legal education. NBI, Inc. is a State Bar of California approved MCLE provider - #53.
Video Download - California CLE - 6: This activity has been approved for Minimum Continuing Legal Education credit by the State Bar of California and may qualify for up to 6.0 hours of self-study credit, of which 1.0 hour will apply to legal ethics credit. NBI, Inc. certifies this activity conforms to the standards for approved education activities prescribed by the rules and regulations of the State Bar of California governing minimum continuing legal education. NBI, Inc. is a State Bar of California approved MCLE provider - #53.
Colorado CLE Approved · 7 Total Credits
- 1.2 Professional Responsibility
Earn Until
OnDemand - Colorado CLE - 7: NBI, Inc. is a Certified Provider, as recognized by the Colorado Supreme Court Continuing Legal and Judicial Education Committee. This program may qualify for up to 7.0 hours of home study general Colorado Continuing Legal Education Credit, including 1.20 professional responsibility credit.
Video Download - Colorado CLE - 7: NBI, Inc. is a Certified Provider, as recognized by the Colorado Supreme Court Continuing Legal and Judicial Education Committee. This program may qualify for up to 7.0 hours of home study general Colorado Continuing Legal Education Credit, including 1.20 professional responsibility credit.
Connecticut CLE Approved · 6 Total Credits
- 1 Ethics/Professionalism
Earn Until
OnDemand - Connecticut CLE - 6: Neither the Connecticut Judicial Branch nor the Commission on Minimum Continuing Legal Education approve or accredit CLE providers or activities. It is the opinion of NBI, Inc. that this activity qualifies for up to 6.0 self-study hours toward your annual CLE requirement in Connecticut, including 1.0 self-study hour(s) of ethics/professionalism.
Video Download - Connecticut CLE - 6: Neither the Connecticut Judicial Branch nor the Commission on Minimum Continuing Legal Education approve or accredit CLE providers or activities. It is the opinion of NBI, Inc. that this activity qualifies for up to 6.0 self-study hours toward your annual CLE requirement in Connecticut, including 1.0 self-study hour(s) of ethics/professionalism.
Delaware CLE Approved · 6 Total Credits
- 1 Ethics
Earn Until
OnDemand - Delaware CLE - 6: NBI, Inc. is an accredited sponsor of the Delaware Commission on Continuing Legal Education and recommends this program for 6.0 hours of eCLE credit, including 1.0 hour of ethics.
Georgia CLE Approved · 6 Total Credits
- 1 Ethics
Earn Until
OnDemand - Georgia CLE - 6: This program is approved by the Commission on Continuing Lawyer Competency of the State Bar of Georgia. This program may qualify for up to 6.0 hours of distance learning continuing legal education credit with the Georgia Commission on Continuing Lawyer Competency, which includes 1.0 hour of distance learning ethics.
Video Download - Georgia CLE - 6: This program is approved by the Commission on Continuing Lawyer Competency of the State Bar of Georgia. This program may qualify for up to 6.0 hours of distance learning continuing legal education credit with the Georgia Commission on Continuing Lawyer Competency, which includes 1.0 hour of distance learning ethics.
Hawaii CLE Approved · 6 Total Credits
- 1 Ethics/Professional Responsibility
Earn Until
OnDemand - Hawaii CLE - 6: NBI, Inc. is an Accredited Provider with the Hawaii State Board of Continuing Legal Education. This alternative format activity has been approved for up to 6.0 hours of credit for the state of Hawaii, which includes 1.0 hour of ethics or professional responsibility education.
Video Download - Hawaii CLE - 6: NBI, Inc. is an Accredited Provider with the Hawaii State Board of Continuing Legal Education. This alternative format activity has been approved for up to 6.0 hours of credit for the state of Hawaii, which includes 1.0 hour of ethics or professional responsibility education.
Idaho CLE Approved · 6 Total Credits
- 1 Legal Ethics/Professional Responsibility
Earn Until
OnDemand - Idaho CLE - 6: Approved for 6.0 hours of self-study continuing legal education credit in the state of Idaho, which includes 1.0 self-study legal ethics or professional responsibility credit.
Video Download - Idaho CLE - 6: Approved for 6.0 hours of self-study continuing legal education credit in the state of Idaho, which includes 1.0 self-study legal ethics or professional responsibility credit.
Illinois CLE Approved · 6 Total Credits
- 1 Professional Responsibility
Earn Until
OnDemand - Illinois CLE - 6: This program has been approved by the Illinois MCLE Board for 6.0 hours of recorded technology CLE credit, which includes approval for 1.0 hour of legal ethics, civility, professionalism CLE credit by the Illinois Supreme Court Commission on Professionalism.
Video Download - Illinois CLE - 6: This program has been approved by the Illinois MCLE Board for 6.0 hours of recorded technology CLE credit, which includes approval for 1.0 hour of legal ethics, civility, professionalism CLE credit by the Illinois Supreme Court Commission on Professionalism.
Maine CLE Approved · 6 Total Credits
Earn Until
OnDemand - Maine CLE - 6: This course has been approved by the State of Maine Board of Overseers of the Bar. Lawyers who complete this course may receive up to 6.0 hours of self-study CLE credit. No more than 5.0 hours of self-study CLE credit may be earned during a reporting period. Attorneys may not earn ethics or harassment and discrimination credit with self-study.
Video Download - Maine CLE - 6: This course has been approved by the State of Maine Board of Overseers of the Bar. Lawyers who complete this course may receive up to 6.0 hours of self-study CLE credit. No more than 5.0 hours of self-study CLE credit may be earned during a reporting period. Attorneys may not earn ethics or harassment and discrimination credit with self-study.
Course Book - Maine CLE - 6: This course has been approved by the State of Maine Board of Overseers of the Bar. Lawyers who complete this course may receive up to 6.0 hours of self-study CLE credit. No more than 5.0 hours of self-study CLE credit may be earned during a reporting period. Attorneys may not earn ethics or harassment and discrimination credit with self-study.
Minnesota CLE Approved · 6 Total Credits
- 1 Ethics
Earn Until
OnDemand - Minnesota CLE - 6: Approved for up to 6.0 hours of standard on-demand CLE credit, including 1.0 hour of ethics credit by the Minnesota Board of Continuing Legal Education.
Video Download - Minnesota CLE - 6: Approved for up to 6.0 hours of standard on-demand CLE credit, including 1.0 hour of ethics credit by the Minnesota Board of Continuing Legal Education.
Missouri CLE Approved · 6 Total Credits
Earn Until
OnDemand - Missouri CLE - 6: NBI, Inc. is an accredited sponsor with Missouri Minimum Continuing Legal Education. This program qualifies for up to 6.0 self-study CLE credit hours. No more than 6.0 hours of self-study CLE credit may be earned during a reporting period. Attorneys may not earn ethics credit with self-study.
Video Download - Missouri CLE - 6: NBI, Inc. is an accredited sponsor with Missouri Minimum Continuing Legal Education. This program qualifies for up to 6.0 self-study CLE credit hours. No more than 6.0 hours of self-study CLE credit may be earned during a reporting period. Attorneys may not earn ethics credit with self-study.
Course Book - Missouri CLE - 6: NBI, Inc. is an accredited sponsor with Missouri Minimum Continuing Legal Education. This program qualifies for up to 6.0 self-study CLE credit hours. No more than 6.0 hours of self-study CLE credit may be earned during a reporting period. Attorneys may not earn ethics credit with self-study.
Northern Mariana Islands CLE Approved · 6 Total Credits
Earn Until
OnDemand - Northern Mariana Islands CLE - 6: This course has been approved by the Commonwealth of the Northern Mariana Islands. Lawyers who complete this course shall receive 6.0 hours of self-study CLE credit.
Video Download - Northern Mariana Islands CLE - 6: This course has been approved by the Commonwealth of the Northern Mariana Islands. Lawyers who complete this course shall receive 6.0 hours of self-study CLE credit.
Course Book - Northern Mariana Islands CLE - 6: This course has been approved by the Commonwealth of the Northern Mariana Islands. Lawyers who complete this course shall receive 6.0 hours of self-study CLE credit.
Montana CLE Approved · 6 Total Credits
- 1 Professional Fitness and Integrity
Earn Until
OnDemand - Montana CLE - 6: This program may qualify for up to 6.0 hours of self-study CLE credit by the Montana Commission of Continuing Legal Education, including 1.0 hour of professional fitness and integrity credit. No more than 5.0 hours of self-study CLE credit may be earned during a reporting period.
Video Download - Montana CLE - 6: This program may qualify for up to 6.0 hours of self-study CLE credit by the Montana Commission of Continuing Legal Education, including 1.0 hour of professional fitness and integrity credit. No more than 5.0 hours of self-study CLE credit may be earned during a reporting period.
North Dakota CLE Approved · 6 Total Credits
- 1 Ethics
Earn Until
OnDemand - North Dakota CLE - 6: North Dakota attorneys completing this program may claim up to 6.0 North Dakota self-study CLE credit hours, including 1.0 hour of self-study ethics credit, on the Report of Compliance.
Video Download - North Dakota CLE - 6: North Dakota attorneys completing this program may claim up to 6.0 North Dakota self-study CLE credit hours, including 1.0 hour of self-study ethics credit, on the Report of Compliance.
Nebraska CLE Approved · 6 Total Credits
- 1 Professional Responsibility
Earn Until
OnDemand - Nebraska CLE - 6: NBI, Inc. is an accredited CLE sponsor in the state of Nebraska. This activity has been approved for up to 6.0 distance learning CLE credits, including 1.0 hour of professional responsibility credit. No more than 5.0 hours of distance learning CLE credit may be earned during a reporting period.
Video Download - Nebraska CLE - 6: NBI, Inc. is an accredited CLE sponsor in the state of Nebraska. This activity has been approved for up to 6.0 distance learning CLE credits, including 1.0 hour of professional responsibility credit. No more than 5.0 hours of distance learning CLE credit may be earned during a reporting period.
New Hampshire CLE Approved · 6 Total Credits
- 1 Ethics/Professionalism
Earn Until
OnDemand - New Hampshire CLE - 6: NHMCLE does not approve or accredit CLE activities for the NH Minimum CLE requirement. NBI, Inc. believes this course meets the requirements of NH Supreme Court Rule 53 toward the annual NHMCLE requirement.
Video Download - New Hampshire CLE - 6: NHMCLE does not approve or accredit CLE activities for the NH Minimum CLE requirement. NBI, Inc. believes this course meets the requirements of NH Supreme Court Rule 53 toward the annual NHMCLE requirement.
New Mexico CLE Approved · 6 Total Credits
- 1 Ethics
Earn Until
OnDemand - New Mexico CLE - 6: This program has been approved by the State Bar of New Mexico/MCLE. This program may qualify for up to 6.0 hour of self-study credit, including 1.0 hours of self-study ethics credit.
Video Download - New Mexico CLE - 6: This program has been approved by the State Bar of New Mexico/MCLE. This program may qualify for up to 6.0 hour of self-study credit, including 1.0 hours of self-study ethics credit.
Nevada CLE Approved · 6 Total Credits
- 1 Ethical Considerations
Earn Until
OnDemand - Nevada CLE - 6: This course has been approved by the Nevada Board of Continuing Legal Education. This program may qualify for up to 6.0 hours of alternative format CLE credits by the Nevada Board of Continuing Legal Education, which includes 1.0 hour of alternative format ethical considerations.
Video Download - Nevada CLE - 6: This course has been approved by the Nevada Board of Continuing Legal Education. This program may qualify for up to 6.0 hours of alternative format CLE credits by the Nevada Board of Continuing Legal Education, which includes 1.0 hour of alternative format ethical considerations.
New York CLE Approved · 7 Total Credits
- 6 Areas of Professional Practice
- 1 Ethics/Professionalism
Earn Until
OnDemand - New York CLE - 7: This nontraditional format course has been approved in accordance with the requirements of the New York State Continuing Legal Education Board for up to 7.0 credit hours. 6.0 hours can be applied toward the areas of professional practice requirement and is approved for newly admitted attorneys. 1.0 hour can be applied toward the Ethics/Professionalism requirement and is approved for experienced attorneys. NBI, Inc. offers a Financial Hardship Policy for qualifying individuals. To apply, please submit a request via email to our Tuition Discount Committee at customerservice@nbi-sems.com.
Video Download - New York CLE - 7: This nontraditional format course has been approved in accordance with the requirements of the New York State Continuing Legal Education Board for up to 7.0 credit hours. 6.0 hours can be applied toward the areas of professional practice requirement and is approved for newly admitted attorneys. 1.0 hour can be applied toward the Ethics/Professionalism requirement and is approved for experienced attorneys. NBI, Inc. offers a Financial Hardship Policy for qualifying individuals. To apply, please submit a request via email to our Tuition Discount Committee at customerservice@nbi-sems.com.
Ohio CLE Approved · 6 Total Credits
- 1 Professional Conduct
Earn Until
OnDemand - Ohio CLE - 6: This course has been approved by the Supreme Court of Ohio Commission on Continuing Legal Education for 6.0 self-study CLE credit hours, including 1.0 hour of attorney professional conduct instruction.
Video Download - Ohio CLE - 6: This course has been approved by the Supreme Court of Ohio Commission on Continuing Legal Education for 6.0 self-study CLE credit hours, including 1.0 hour of attorney professional conduct instruction.
Oklahoma CLE Approved · 7 Total Credits
- 1 Legal Ethics
Earn Until
OnDemand - Oklahoma CLE - 7: This course has been approved by the Oklahoma Bar Association Mandatory Continuing Legal Education Commission. This program may qualify for up to 7.0 of On Demand CLE credit hours, which includes 1.0 hour of legal ethics.
Video Download - Oklahoma CLE - 7: This course has been approved by the Oklahoma Bar Association Mandatory Continuing Legal Education Commission. This program may qualify for up to 7.0 of On Demand CLE credit hours, which includes 1.0 hour of legal ethics.
Oregon CLE Approved · 6 Total Credits
- 1 Ethics
Earn Until
OnDemand - Oregon CLE - 6: NBI, Inc. is an approved sponsor with the Oregon MCLE. This program may qualify for up to 5.0 hours of general continuing legal education credit and 1.0 hour of ethics credit.
Video Download - Oregon CLE - 6: NBI, Inc. is an approved sponsor with the Oregon MCLE. This program may qualify for up to 5.0 hours of general continuing legal education credit and 1.0 hour of ethics credit.
Pennsylvania CLE Approved · 6 Total Credits
- 1 Ethics
Earn Until
OnDemand - Pennsylvania CLE - 6: This program has been approved by the Pennsylvania Continuing Legal Education Board. This program may qualify for up to 6.0 hours of distance learning credit, including 5.0 hours of substantive law, practice and procedure CLE credit and 1.0 hour of ethics, professionalism or substance abuse distance learning CLE credit. No more than 6.0 hours of distance learning CLE credit may be earned during a reporting period.
Video Download - Pennsylvania CLE - 6: This program has been approved by the Pennsylvania Continuing Legal Education Board. This program may qualify for up to 6.0 hours of distance learning credit, including 5.0 hours of substantive law, practice and procedure CLE credit and 1.0 hour of ethics, professionalism or substance abuse distance learning CLE credit. No more than 6.0 hours of distance learning CLE credit may be earned during a reporting period.
Rhode Island CLE Upon Request · 6 Total Credits
- 1 Legal Ethics
OnDemand - Rhode Island CLE - 6: NBI is an accredited sponsor with the Rhode Island MCLE Commission. Upon course completion and credit request submittal, an application will be submitted to the Rhode Island MCLE Commission.
Video Download - Rhode Island CLE - 6: NBI is an accredited sponsor with the Rhode Island MCLE Commission. Upon course completion and credit request submittal, an application will be submitted to the Rhode Island MCLE Commission.
Tennessee CLE Approved · 6 Total Credits
- 1 Ethics/Professionalism
Earn Until
OnDemand - Tennessee CLE - 6: CLE credit on this course has been applied for to the Tennessee Commission on Continuing Legal Education.
Vermont CLE Approved · 6 Total Credits
- 1 Ethics
Earn Until
OnDemand - Vermont CLE - 6: This course has been approved by the Vermont Board of Mandatory Continuing Legal Education. This program may qualify for up to 6.0 hours of self-study credit, including 1.0 hour of self-study ethics credit. No more than 10.0 hours of self-study CLE credit may be earned during a reporting period. Attorneys may not earn professionalism credit with self-study.
Video Download - Vermont CLE - 6: This course has been approved by the Vermont Board of Mandatory Continuing Legal Education. This program may qualify for up to 6.0 hours of self-study credit, including 1.0 hour of self-study ethics credit. No more than 10.0 hours of self-study CLE credit may be earned during a reporting period. Attorneys may not earn professionalism credit with self-study.
Washington CLE Approved · 6 Total Credits
- 1 Ethics/Professional Responsibility
Earn Until
OnDemand - Washington CLE - 6: This program may qualify for up to 6.0 hours of Washington continuing legal education (Self Study) A/V credit, which includes 5.0 hours of Law and Legal Procedure and 1.0 hour of ethics and professional responsibility.
Video Download - Washington CLE - 6: This program may qualify for up to 6.0 hours of Washington continuing legal education (Self Study) A/V credit, which includes 5.0 hours of Law and Legal Procedure and 1.0 hour of ethics and professional responsibility.
Wisconsin CLE Approved · 7 Total Credits
Earn Until
OnDemand - Wisconsin CLE - 7: Approved for up to 7.0 hours of repeated on-demand CLE credit by the Board of Bar Examiners. No more than 15.0 hours of repeated on-demand CLE credit may be earned during a reporting period. An attorney may not earn ethics and professional responsibility credit with repeated on-demand courses.
Video Download - Wisconsin CLE - 7: Approved for up to 7.0 hours of repeated on-demand CLE credit by the Board of Bar Examiners. No more than 15.0 hours of repeated on-demand CLE credit may be earned during a reporting period. An attorney may not earn ethics and professional responsibility credit with repeated on-demand courses.
West Virginia CLE Approved · 7.2 Total Credits
- 1.2 Ethics
Earn Until
OnDemand - West Virginia CLE - 7.2: This program may qualify for up to 7.20 hours of pre-recorded credit, which includes 1.20 hour of pre-recorded ethics credit, under the West Virginia Rules for Mandatory Continuing Legal Education. No more than 12.0 hours of pre-recorded CLE credit may be earned during a reporting period.
Video Download - West Virginia CLE - 7.2: This program may qualify for up to 7.20 hours of pre-recorded credit, which includes 1.20 hour of pre-recorded ethics credit, under the West Virginia Rules for Mandatory Continuing Legal Education. No more than 12.0 hours of pre-recorded CLE credit may be earned during a reporting period.
Course Book (PDF Download)
CLE
Credits
Maine CLE Approved · 6 Total Credits
Earn Until
Course Book - Maine CLE - 6: This course has been approved by the State of Maine Board of Overseers of the Bar. Lawyers who complete this course may receive up to 6.0 hours of self-study CLE credit. No more than 5.0 hours of self-study CLE credit may be earned during a reporting period. Attorneys may not earn ethics or harassment and discrimination credit with self-study.
Missouri CLE Approved · 6 Total Credits
Earn Until
Course Book - Missouri CLE - 6: NBI, Inc. is an accredited sponsor with Missouri Minimum Continuing Legal Education. This program qualifies for up to 6.0 self-study CLE credit hours. No more than 6.0 hours of self-study CLE credit may be earned during a reporting period. Attorneys may not earn ethics credit with self-study.
Northern Mariana Islands CLE Approved · 6 Total Credits
Earn Until
Course Book - Northern Mariana Islands CLE - 6: This course has been approved by the Commonwealth of the Northern Mariana Islands. Lawyers who complete this course shall receive 6.0 hours of self-study CLE credit.
Select Jurisdiction
CLE
Agenda
-
LLC Litigation and Case Law Update
-
Formation and Drafting: Crafting Articles and OAs (With Samples)
- Choosing the Right LLC: Types and Steps to Formation
- Mastering the Basics: Articles of Organization
- Ownership and Capital Contributions
- LLC Recordkeeping Best Practices
- Top Drafting Tips and Techniques
-
Drafting Effective Management and Voting Provisions
- Member Managed vs. Manager Managed
- Manager Powers, Appointment, Resignation, and Termination
- Scope of Fiduciary Duty (and Other Duties of Managers and Members)
- Officers
- Addressing Common Decision-Making Issues in LLCs
- Implications of Majority, Super-Majority, and Unanimity Voting
-
Tax Distribution and Allocation Provisions Made Simple
- Options for Tax Entity Selection
- Allocations of Profits and Losses
- Distributions
- Preferred Returns
- Payments for Providing Services or Capital
-
Transfer Restrictions, ROFR, Impasse, and Capital Call Provisions
-
Drafting Robust Dispute Resolution and Dissolution Clauses
-
Amending Your Operating Agreements: Tips and Tactics
-
Legal Ethics
- Confidentiality
- Client Communication
- Conflicts of Interest
- 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
Speaker bio
Gianfranco A. 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
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
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
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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