Best Practices in Dealing with Disputes and Litigation in a Limited Liability Company (LLC) in 2015
Overview:
The Limited Liability Company (LLC) is a legal entity that combines the advantages of a partnership and a corporation. However, in contrast to members of a partnership, those of a LLC normally are not liable for business debts, and unlike a corporation, they avoid ‘double taxation’ – taxation of profits of the business and of personal income of owners.
However, disputes often ensue among owners of LLCs. Operating agreements address member’s rights, responsibilities, and any remedies. But, in their absence, members are governed by Uniform Limited Liability Company Acts of states. Alternative dispute resolution may be a good option to resolve certain disputes; as is mediation or arbitration. However and ideally, such dispute resolution methods should be stipulated and specifically addressed in an operating agreement.
LLC litigation is among the most complex and can have such far reaching consequences. Often, these cases require highly skilled attorneys undertaking assessment of business valuations, forensic accounting, and extensive document discovery and depositions. Therefore, it is important that owners have a well-drafted operating agreement and shareholder’s agreements for corporations and partnership agreements for partnerships.
In this two hour, live webcast, a panel of key thought leaders organized by The Knowledge Group will provide an overview of the latest trends and Best Practices in Dealing with Disputes and Litigation in a Limited Liability Company. Speakers will also offer in-depth discussions of risk and compliance issues surrounding this topic.
Some of the major topics that will be covered in this course are:
- Limited Liability Company – An Overview
- Limited Liability Company Operating Agreements
- Limited Liability Company Disputes and Litigation
- Alternative Dispute Resolution (ADR)
- Common Limited Liability Company Violations
- Tax Requirements and Regulations
- Liabilities and Obligations of Limited Liability Company Members
- Best Compliance Practices
- Compliance and Litigation Risks
- Importance of Addressing Deadlock Scenarios and Dissolution
Agenda:
Shutts & Bowen LLP
- Change in the law regarding LLCs effective January 2015
- Importance of Deadlock Provision in Operating Agreements
- Addressing Dissolution of LLCs and Its Effects
- Sample case application to issues at bar
Willamette Management Associates
- Calculating damages in member dispute involving breach of fiduciary duty
- Calculating damages for legal claims related to unjust enrichment and benefit of the benefit bargain
- Complexity on standard of value issues– buy-sale agreement (contractual) value, fair value, fair market value, and investment value
McElroy, Deutsch, Mulvaney & Carpenter, LLP
- Protections LLC status
- Protection Gaps
- Good Employment Claim
- Recommendations on how you can contact against these exposure
Who Should Attend:
- Financial Advisers
- Chief Financial Officers
- Valuation Analysts
- Finance Lawyers
- Finance Manager
- Accountants
- Tax Attorneys
- Tax Compliance Officers
- Business Managers
Aliette DelPozo Rodz counsels businesses facing legal challenges to compete in the global economy. Whether in court or through alternative …
Shawn Fox is a managing director with Willamette Management Associates. He has nearly 20 years of accounting and consulting experience. …
MARGARET L. WATSON is Of Counsel to McElroy, Deutsch, Mulvaney & Carpenter, LLP and serves as the Firm’s Labor and …
Course Level:
Intermediate
Advance Preparation:
Print and review course materials
Method of Presentation:
On-demand Webcast (CLE)
Prerequisite:
NONE
Course Code:
155293
NASBA Field of Study:
Specialized Knowledge and Applications
NY Category of CLE Credit:
Law Practice Management
Total Credits:
2.0 CLE
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SPEAKERS' FIRMS:
About Shutts & Bowen LLP
Shutts & Bowen is a Florida-based law firm with approximately 250 attorneys in seven offices in the State of Florida. Founded in 1910, Shutts & Bowen is one of the oldest law firms in Florida. Shutts & Bowen is proud of its history and commitment to providing up-to-date technology services to its clients and staff.
The firm offers its clients, whether local, state, national or international, a diverse and complete range of high quality and responsive legal services. Shutts & Bowen represents major industrial corporations and life insurance companies, utilities companies, securities brokerage firms, transportation concerns, national and international financial institutions, local banking firms, major foreign companies, health care organizations, local municipalities, local corporations, and individuals and smaller enterprises of every nature.
Website: https://www.shutts.com/
About Willamette Management Associates
Willamette Management Associates is focused on three areas, including (1) forensic analysis and expert testimony; (2) valuations of businesses, ownership interests, and intellectual property assets; and (3) fairness opinions. Willamette’s leadership team has testified on hundreds of different litigation matters involving damages and valuation issues in federal and state courts.
Willamette’s professional services include: business valuation, intellectual property valuation and royalty rate analysis, forensic accounting investigations, transaction fairness opinions and solvency opinions, lost profits and economic damages analysis, unjust enrichment, insurance claims, not-for-profit entity valuation and private investment opinions, transaction financial adviser and due diligence services, and ESOP valuation and adequate consideration opinions.
Website: https://www.willamette.com/
About McElroy, Deutsch, Mulvaney & Carpenter, LLP
McElroy, Deutsch, Mulvaney & Carpenter, LLP (“MDMC”) is a full service law firm, offering legal service across many practice areas, including litigation, labor and employment, healthcare, bankruptcy/restructuring, real estate, insurance, environmental law, fidelity and surety, construction, corporate transactions, white collar crime, municipal and local government law and corporate compliance. The Firm has more than 300 lawyers in twelve offices in seven states. It is the Firm’s mission to provide clients with the critical edge they need to achieve their legal and business objectives. MDMC places the client first. Clients who seek the assistance of MDMC will discover lawyers dedicated to providing superior service and personal attention to clients’ needs. The Firm has developed a national reputation and regional expertise without abandoning the focus on efficiency and client satisfaction that is oftentimes the hallmark of the best small firms.
Website: https://www.mdmc-law.com/