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Sponsored by Lorman Education
Product ID: 406689EAU
 
Credit & Course Provided by:

LLC Operating Agreements: Formation, Drafting, and Provisions

OnDemand Webinar (88 minutes)

Gain a better understanding of the key provisions of operating agreements of limited liability companies.Limited liability companies have become a popular type of entity in recent years as they offer flexibility for many businesses. When forming a limited liability company, it is prudent for businesses to plan ahead for the management and affairs of a company to improve the health and longevity of a business. Even if a company has existed for many years, it is also important to revisit corporate governance periodically to determine whether any changes need to be made. This topic will focus on the key provisions of operating agreements of limited liability companies, such as the economics, management authority, deadlock, indemnification, and other special rights.

Authors

Frank Ciatto, Esq., Venable LLP Stephanie Molyneaux, Esq., Venable LLP

Agenda

Structure of LLC

• Structure / Taxation of LLCs

• Capitalization

• Economics

• Dissolution

Management and Membership

• Member-Managed vs. Manager-Managed

• Appointment of Managers

• Board/Member Deadlock

• Buyout

• Indemnification

• Major Decisions

• Termination/Resignation

• Assignability of Interest

Special Rights and Duties

• Right of First Refusal and Right of First Offer

• Drag-Along and Tag-Along

• Fiduciary Duties

Miscellaneous Provisions

• Non-Competition and Non-Solicitation

• Amendment

• Name, Formation, Principal Office/Registered Agent, Purpose, Bank Accounts

• Legal Title to Company Assets

• Confidentiality

• Governance: Quorum, Voting, etc.

• Governing Law, Jurisdiction, Venue

• Consider Location of LLC, Its Members, and Managers

• Beneficiaries, Successors, and Assigns

• Severability, Counterparts, and Headings