Delaware LLC Agreements: Planning and Drafting Approaches
Evaluating and Leveraging the Contractual Flexibility Afforded by the Amended DLLC Act
Recording of a 90-minute CLE webinar with Q&A
This CLE course will provide corporate counsel with a review of the advantages and disadvantages of forming LLCs under the Delaware Limited Liability Company Act (DE LLC Act) versus other statutes. The panel will explain the key issues for counsel in planning, negotiating and drafting LLC agreements under the DE LLC Act.
Outline
- Anatomy of an LLC agreement
- Choosing between the DE LLC Act and other LLC Acts when forming LLCs
- Taking advantage of the flexibility of the DE LLC Act in forming Delaware LLCs
- Avoiding pitfalls in forming Delaware LLCs
Benefits
The panel will review these and other key issues:
- What main factors should be considered in choosing between formation under the DE LLC Act versus non-Delaware LLC Acts?
- What are the key opportunities presented by the mandatory, default and permissive provisions of the DE LLC Act?
- What pitfalls should counsel avoid when forming Delaware LLCs?
Faculty
Michael W. Whittaker
Partner
Potter Anderson & Corroon
Mr. Whittaker's practice focuses on commercial, business, general corporate, and contractual transactions. He... | Read More
Mr. Whittaker's practice focuses on commercial, business, general corporate, and contractual transactions. He provides advice regarding the formation, operation, and dissolution of Delaware alternative entities, including limited liability companies, statutory trusts, partnerships, and special purpose corporations, and their use in complex business and commercial transactions. He also serves as Delaware counsel to banks, trustees and other financial institutions involved in structured finance transactions, securitizations and other lending and finance transactions. His practice often involves authoring opinion letters on matters of Delaware law, the Uniform Commercial Code, federal banking law, as well as rendering true sale and non-consolidation opinions.
CloseNathan J. Neuberger
Shareholder
Reinhart Boerner Van Deuren
Mr. Neuberger's practice focuses on corporate law, mergers and acquisitions and private equity. He works with... | Read More
Mr. Neuberger's practice focuses on corporate law, mergers and acquisitions and private equity. He works with clients to facilitate a wide range of corporate sale and acquisition transactions including leveraged buyouts, strategic mergers and acquisitions, and recapitalizations. He represents a range of private equity sponsors and specializes in middle-market deals with transaction values between $10 and $250 million dollar range. In addition, he works closely with clients on a variety of other business matters including venture capital investments, startups and capital raises, corporate governance issues, and senior and mezzanine finance.
CloseJoshua J. Novak
Director
Richards Layton & Finger
Mr. Novak advises clients and renders legal opinions on a wide range of transactions involving Delaware... | Read More
Mr. Novak advises clients and renders legal opinions on a wide range of transactions involving Delaware partnerships and limited liability companies, including mergers and acquisitions, hedge fund and private equity fund transactions, and structured finance transactions. He assists investment funds in all aspects of their operations, from formation to termination. He also provides counsel on fiduciary duties, contract interpretation, and IPOs of master limited partnerships, and renders advice regarding other governance and transactional issues.
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