Description
Gain a better understanding of the key provisions of operating agreements of limited liability companies.Many people do not understand the flexibility that they have in determining the business terms in an LLC Agreement. They also may not understand how tax issues may impact business issues or the impact of new federal filing obligations relating to beneficial owners of an LLC.This presentation will help business owners and their lawyers understand the business and drafting flexibility available to them, some of the options available to them with respect to capital contributions, distributions, management, transfer rights and purchase and sale rights.
Date: 2025-01-08 Start Time: End Time:
Learning Objectives
Formation
• Corporate Transparency Act
• Operating Agreement/Default Statutes
Tax Status of Entity
Capital Contributions and Remedies for Failure to Contribute
Profits Interest
• Granting Equity to a Partner for Services: Capital V. Profits Interests
• Tax Reporting for Service Provider Receiving Equity
• Vesting and Repurchase Considerations
Governance Structures
• Single Manager/GP Structure, Board Structure, Appointment Rights, Removal
• Special Manager Approval Rights
• Member Approval Rights
• Fiduciary Duties
Distributions
• Prorata/Waterfall
• Catch-up
• Tax Distributions
Transfer Restrictions/Purchase Right
• Permitted Transfers
• Right of First Refusal
• Impasse (Put/Call)
• Drag Rights
• Tag Rights
• Forced Company Sale
CLE (Please check the Detailed Credit Information page for states that have already been approved) ,Additional credit may be available upon request. Contact Lorman at 866-352-9540 for further information.
Ryan Austin-Loeb & Loeb LLP, Allan B. Duboff – Loeb & Loeb LLP
