Title Drafting Limited Liability Company Operating Agreements / John M. Cunningham and Vernon R. Proctor.
Added Author Proctor, Vernon R., 1954- author. Added Corporate Author Wolters Kluwer (Firm) Edition Fourth Edition. Imprint [New York] : Wolters Kluwer, [2012]- Description 1 online resource : digital Frequency Triennial Series Securities - Corporation Law & Governance, Cheetah. Formatted Contents NoteFRONTMATTER
INTRODUCTION-HOW TO USE THIS BOOK
LLC LAW-OVERVIEW; THE TWELVE CHIEF STATUTORY CHARACTERISTICS OF LLCs
GLOSSARY OF LLC TERMS OF ART
LLC FREEDOM OF CONTRACT
PROTECTING LLC ASSETS AND MEMBERSHIP RIGHTS FROM THIRD PARTIES-LLC STATUTORY "PICK-YOUR-PARTNER" PROVISIONS
PROTECTING LLC ASSETS AND MEMBERSHIP RIGHTS FROM THIRD PARTIES-LLC STATUTORY CHARGING ORDER PROVISIONS
NON-DELAWARE LLC CASE LAW
DELAWARE LLC CASE LAW
LLC ARTICLES AND CLE MATERIALS-BIBLIOGRAPHY AND GUIDELINES FOR USE IN FORMING LLCs
SIGNIFICANT LLC DEVELOPMENTS AS REFLECTED IN BLOG POSTS-MARCH 2010 THROUGH JULY 2016
HOW TO HANDLE INITIAL CONTACTS WITH LLC FORMATION CLIENTS
HOW TO HANDLE ISSUES OF PROFESSIONAL ETHICS IN LLC FORMATIONS
HOW TO HANDLE NON-TAX CHOICE OF ENTITY
HOW TO USE MULTI-LLC STRUCTURES TO MAXIMIZE BUSINESS ASSET PROTECTION
HOW TO CHOOSE BETWEEN YOUR HOME-STATE LLC ACT AND THE DELAWARE ACT
HOW TO DRAFT LLC ARTICLES OF ORGANIZATION
HOW TO CHOOSE THE RIGHT MODEL OPERATING AGREEMENT FOR AN LLC
HOW TO DRAFT OPERATING AGREEMENTS-GENERAL GUIDELINES
HOW TO FORM SINGLE-MEMBER LLCs WHOSE MEMBERS ARE INDIVIDUALS
HOW TO FORM SINGLE-MEMBER LLCs WHOSE MEMBERS ARE ENTITIES
HOW TO USE BUSINESS ORGANIZATION LAW PLUG-IN PROVISIONS IN DRAFTING LLC OPERATING AGREEMENTS
HOW TO UNDERSTAND AND APPLY LLC STATUTES FOR LLC FORMATION PURPOSES
HOW TO EXPLOIT LLC FLEXIBILITY AND AVOID LLC PITFALLS
DRAFTING OPERATING AGREEMENTS FOR MULTI-MEMBER LLCs-UNDERSTANDING AND MASTERING THE DRAFTING PROCESS
SECTION-BY-SECTION AND PROVISION-BY-PROVISION COMMENTARY ON FORM 6.2
LLC FIDUCIARY LAW-DOCTRINAL OVERVIEW FROM AN LLC FORMATION PERSPECTIVE
HOW TO HANDLE LLC MEMBER DEADLOCKS
HOW TO IDENTIFY AND HANDLE MISCELLANEOUS ISSUES
HOW TO ADVISE LLC FORMATION CLIENTS ABOUT VEIL PIERCING
HOW TO USE PLANNING MEMOS
HOW TO FINISH THE LLC FORMATION PROCESS
THE LAWYER'S ROLE AS TEACHER
HOW TO RECOGNIZE AND ADDRESS INTELLECTUAL PROPERTY ISSUES IN LLC FORMATIONS-A PRACTICAL INTRODUCTION FOR NON-SPECIALISTS
FEDERAL AND STATE SECURITIES LAW ISSUES IN LLC FORMATIONS-AN INTRODUCTION FOR THE NON-SPECIALIST
ESTATE PLANNING ISSUES IN LLC FORMATIONS-AN INTRODUCTION FOR NON-SPECIALISTS
TAX TASKS IN LLC FORMATIONS-OVERVIEW
HOW TO CHOOSE THE RIGHT FEDERAL TAX REGIMEN FOR AN LLC ON FEDERAL INCOME TAX GROUNDS
UNDERSTANDING AND APPLYING THE CHECK-THE-BOX REGULATIONS IN LLC FORMATIONS
HOW TO DRAFT FEDERAL INCOME TAX PROVISIONS FOR LLCs TAXABLE AS PARTNERSHIPS
DRAFTING "PLUG-IN" PARTNERSHIP TAX PROVISIONS IN THE OPERATING AGREEMENTS OF MULTI-MEMBER LLCs TAXABLE AS PARTNERSHIPS- INTRODUCTION AND OVERVIEW
DRAFTING CONTRACTUAL SPECIAL ALLOCATION PROVISIONS IN THE OPERATING AGREEMENTS OF MULTI-MEMBER LLCs TAXABLE AS PARTNERSHIPS
HOW TO DRAFT FEDERAL INCOME TAX PROVISIONS FOR LLC s TAXABLE AS S CORPORATIONS
HOW TO USE PROP. REG. § 1.1402(a)-2 AND SUBCHAPTER S TO PROTECT LLC MEMBERS FROM SOCIAL SECURITY AND MEDICARE TAXES-INTRODUCTION
HOW TO DRAFT OPERATING AGREEMENT PROVISIONS TO PROTECT LLC MEMBERS FROM SOCIAL SECURITY AND MEDICARE TAXES
DRAFTING PARTNERSHIP AUDIT PROVISIONS UNDER TEFRA AND THE BIPARTISAN BUDGET ACT OF 2015 IN THE OPERATING AGREEMENTS OF LLCs AND OTHER ENTITIES TAXABLE AS PARTNERSHIPS
HOW TO HANDLE STATE AND MULTI-STATE TAX ISSUES
HOW TO FORM LLCs UNDER THE DELAWARE LLC ACT
HOW TO FORM LLCs UNDER THE MASSACHUSETTS LLC ACT
SERIES LLCs-LAW, TAX, FORMS
HOW TO RESTRUCTURE LLCs AND OTHER BUSINESS ORGANIZATIONS TO SAVE TAXES AND PROTECT ASSETS
XYZ WIDGETS, INC.- THE BUSINESS ENTITY RESTRUCTURING PROCESS AS APPLICABLE TO A HYPOTHETICAL STATE-LAW BUSINESS CORPORATION
RESTRUCTURING THE LEGAL AND TAX STRUCTURES OF BUSINESSES ENGAGED IN FARMING
HOW TO CONVERT CORPORATIONS TO LLCs
HANDLING SALES BY LLC MEMBERS OF THEIR MEMBERSHIP INTERESTS TO THIRD PARTIES
HOW TO EVALUATE AND USE MODEL OPERATING AGREEMENTS
HOW TO FORM HUSBAND-WIFE LLCs
HOW TO USE SPECIAL-PURPOSE FORM 2 IN DRAFTING SHORT-FORM OPERATING AGREEMENTS
HOW TO USE LLCs TO PROTECT YOUR CLIENTS' ASSETS-INTRODUCTION
ASSET PROTECTION PLANNING-OVERVIEW OF THE FIELD; ASSET PROTECTION LITIGATION
STATE AND FEDERAL FRAUDULENT TRANSFER LAW-OVERVIEW
ISSUES OF PERSONAL MORALITY AND LEGAL ETHICS IN ASSET PROTECTION PRACTICE
USING LLCs TO PROTECT ASSETS: OVERVIEW OF LLC ASSET PROTECTION PRACTICE
DEALING WITH ASSET PROTECTION ISSUES IN LLC STATUTES
DRAFTING OPERATING AGREEMENTS TO MAXIMIZE ASSET PROTECTION
GENERIC GENERAL-PURPOSE MODEL OPERATING AGREEMENTS
DELAWARE GENERAL-PURPOSE MODEL OPERATING AGREEMENTS
MASSACHUSETTS GENERAL-PURPOSE MODEL OPERATING AGREEMENTS
SPECIAL PURPOSE FORMS
INDEX.
Summary This publication provides the information necessary to negotiate, draft, and customizes LLC operating agreements for all basic types of LLC-member-managed, manager-managed, single-member, and multi-member-in any U.S. jurisdiction. Also includes dozens of easy-to-use practice charts and checklists, identifies the 10 main stages of the LLC formation process and offers detailed, practice-oriented comments on each. Insightful assessment of "red flags" spotlighting common pitfalls and risks; the text of all key federal tax materials, including the "Check-the-Box Regulations" and the IRS' guidelines on the application of the Self-Employment Tax to LLC members; the amended text of the Delaware Limited Liability Company Act.
Bibliography, etc. Note Includes bibliographical references.Source of Description Description based on online resource; title from contents screen of Securities - Corporation Law & Governance practice area (Cheetah, viewed September 15, 2020).