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Live Webinar

100-minute live streaming program
  • December 2
  • 1:00 - 2:40 pm EST

Also available as:

OnDemand Course

Limited Liability Companies: Common Traps to Avoid

December 2

Find out how to ensure your LLC meets the requirements necessary to avoid these common pitfalls.

Many limited liability companies have no company/operating agreements. Others have agreements which are sloppily written, don’t match what the company actually does, or contain land mines. The laws regulating creditors’ ability to invade LLCs and vote their members’ interests is also constantly changing. Careful drafting is essential to avoid this threat. This topic helps attorneys and businesspeople to understand the risks of forming and operating an LLC. It explains how to create a company/operating agreement that clearly defines the roles and duties of members and managers and minimizes their liability. It discusses how to avoid the perils of veil piercing, and how to use well-drafted assignability and charging order provisions to foil judgment creditors. It explains complex tax provisions that, if not understood, can jeopardize how LLC profits and losses are distributed and taxed.

Learning Objectives

  • You will be able to identify basic mistakes in forming and operating an LLC.
  • You will be able to discuss how members can open themselves to personal liability by taking too active of a role in the LLC’s business.
  • You will be able to explain when an LLC membership interest is a security, and how to comply with the securities laws in transferring that membership interest.
  • You will be able to describe the tax laws which must be carefully navigated in operating an LLC.

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Why Lorman?

Over 33 years and 1.4 million customers worth of experience providing continuing education. Our passion is providing you world-class training to help you succeed in business and as a professional.

Agenda

Formation Traps
  • Avoiding a Mismatch Between Company and State of Creation
  • Avoiding Management Structures That Don't Work
  • Avoiding Ambiguity and Mistake in Documenting Contributions and Distributions
  • Getting in and Getting out - Transfer Provisions
Liability Traps
  • Perils of Single Member LLCs
  • Veil-Piercing Mistakes
  • Actions by Members and Managers That Create Personal Liability
  • Protecting Managers and Members by Limiting Duties and Providing Indemnities
  • Foiling Judgment Creditors - Non-Encumbrance, Assignability, and Charging Order Provisions
  • Staying Clear of the SEC Securities Provisions
Tax Traps
  • Choosing Tax Status for LLCs
  • Investor Members Versus Operating Members
  • Ordinary Income Asset Trap (Section 751)
  • Family Partnership Trap (Section 704E)
  • Special Allocations
  • Section 754 Elections
  • Other Tax Issues
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More Program Information

Why Lorman?

Over 33 years and 1.4 million customers worth of experience providing continuing education. Our passion is providing you world-class training to help you succeed in business and as a professional.

Credits

OnDemand Course

This course was last revised on January 18, 2018.

Call 1-866-352-9540 for further credit information.

This program does NOT qualify, nor meet the National Standard for NASBA accreditation.

Live Webinar Registration

  • AIPB 2.0
     
  • This program is acceptable for 2.0 CPEC(s) towards the CB designation through the American Institute of Professional Bookkeepers (AIPB).
     
  • AL CLE 1.7
     
  • This course or a portion thereof has been approved by the Alabama State Mandatory Continuing Legal Education Commission for a maximum of 1.7 hours credit.
     
  • AR CLE 1.5
     
  • This course has been approved for 1.5 hours of CLE by the Arkansas CLE Board.
     
  • Arizona CLE 1.5
     
  • 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 1.5 hours toward your annual CLE requirement for the State Bar of Arizona.
     
  • CA MCLE 1.5
     
  • Lorman Business Center, LLC. is a State Bar of California approved MCLE sponsor and this course qualifies for 1.5 CLE hours of participatory credit.
     
  • CT CLE 1.5
     
  • Neither the Connecticut Judicial Branch nor the Commission on Minimum Continuing Legal Education approve or accredit CLE providers or activities. This course has been approved for CLE credit in jurisdictions aside from CT and therefore it automatically meets the content and delivery requirements in Connecticut. Credit is based on a 60 minute credit hour and shall be awarded as follows: 1.5 CLE credit(s).
     
  • HI CLE 1.5
     
  • This program was approved by the Hawaii State Board of Continuing Legal Education for 1.5 CLE credit hours.
     
  • IL CLE 1.5
     
  • This course was approved for a total of 1.5 hours of MCLE Credit by the Illinois MCLE Board.
     
  • ME CLE 1.5
     
  • This course has been approved by the State of Maine Board of Overseers of the Bar. Lawyers who complete this course shall receive 1.5 hours of CLE credit under M. Bar R. 12.
     
  • NH MCLE 1.7
     
  • NH MCLE does not approve or accredit CLE activities for the NH Minimum CLE requirement. Lorman Education Services believes this course meets the requirement of NH Supreme Court Rule 53 and may qualify for CLE credit(s). Program Length: 100 Minutes.
     
  • NJ CLE 2.0
     
  • This program has been approved by the Board on Continuing Legal Education of the Supreme Court of New Jersey for 2.0 hours of total CLE credit.
     
  • PA CLE 1.5
     
  • This Distance Learning program has been approved by the Pennsylvania Continuing Legal Education Board for 1.5 hours of substantive law, practice and procedure CLE credit.
     
  • RI CLE 2.0
     
  • This program has been approved by the Rhode Island Mandatory Continuing Legal Education Commission for 2.0 hours of CLE credit.
     
  • VT CLE 1.5
     
  • This program has been approved by the Mandatory Continuing Legal Education Board of Vermont for 1.5 hours of CLE credit.
     
  • WA CLE 1.75
     
  • This program has been approved by the Washington State Board of Continuing Legal Education for 1.75 hours of Law & Legal Procedure credit.
     
  • WI CLE 2.0
     
  • This program has been approved by the Board of Bar Examiners for 2.0 hours for use toward the Wisconsin Mandatory CLE requirement.
     
  • WV MCLE 2.0
     
  • This program has been approved by the West Virginia State Bar MCLE Commission for 2.0 MCLE hours.
     
  • Enrolled Agents 2.0
     
  • This program qualifies for 2.0 hours of Continuing Education Credit for enrolled agents under Treasury Department Circular #230 Section 10.6(g).
     
  • CPE 2.0 including Business Management and Organization 2
     
  • Lorman Education Services is registered with the National Association of State Boards of Accountancy (NASBA) as a sponsor of continuing professional education on the National Registry of CPE Sponsors. State boards of accountancy have final authority on the acceptance of individual courses for CPE credit. Complaints regarding registered sponsors may be submitted to the National Registry of CPE Sponsors through its web site: https://www.nasbaregistry.org/cpas/complaints. For more information regarding administrative policies such as complaint and refund, please contact our offices at 866-352-9539. CPE Credit: Maximum Credit Hours: 2.0 each session (based on a 50 minute credit hour). You must attend at least 50 minutes to obtain credit. Field of Study: Business Management and Organization for 2.0 hours. Prerequisite: . Level of Knowledge: Intermediate. Teaching Method: Seminar/Lecture. Advance Preparation: None. Delivery Method: Group Internet Based. Please refer to the information in this brochure for outline, course content and objectives. Upon completion of this course, you will receive a certificate of attendance. Final approval of a course for CPE credit belongs with each state's regulatory board. Please note: In order to receive CPE credit for this course you MUST use the streaming audio option, as well as enable and complete the required progress checks.
     

Who should attend?

This live webinar is designed for accountants, CPAs, CEOs, presidents, vice presidents, CFOs, controllers, business owners and managers, bookkeepers, enrolled agents, tax preparers and attorneys.

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More Program Information

Why Lorman?

Over 33 years and 1.4 million customers worth of experience providing continuing education. Our passion is providing you world-class training to help you succeed in business and as a professional.

Faculty

Gretta C. Spendlove

Gretta C. Spendlove

Durham Jones & Pinegar

  • Shareholder and on the board of directors with Durham Jones & Pinegar
  • Practice focuses on real estate, corporate law, business transactions, and trademarks
  • Conducts regular seminars and workshops in fields of real estate contracts, land use and title law, easements and boundary disputes, commercial financing and leasing, and use of LLCs for real estate development
  • Member, CCIM, NAIOP, CREW, ULI, and ACG
  • J.D. degree, University of Arizona
  • Can be contacted at 801-415-3000 or [email protected]
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Why Lorman?

Over 33 years and 1.4 million customers worth of experience providing continuing education. Our passion is providing you world-class training to help you succeed in business and as a professional.

All of your training, right here at Lorman.

Pay once and get a full year of unlimited training in any format, any time!

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  • State Specific Credit Tracker
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* For audio recordings you only pay shipping

Questions? Call 877-296-2169 to speak with a real person.

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Product ID: 406560
Published 2018, 2020
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