Exit Strategies in LLC Agreements: Member Withdrawal, Resignation or Disassociation
Structuring Exit Mechanisms to Maximize LLC Value and Uphold Member Fiduciary Obligations
Recording of a 90-minute CLE webinar with Q&A
This CLE course will guide corporate counsel in navigating the challenges associated with a member’s withdrawal from an LLC. The panel will discuss common reasons for resignation or withdrawal, raise issues and offer solutions for all LLC members, and provide best practices for drafting exit provisions in LLC agreements
Outline
- Common reasons for LLC member resignation or withdrawal
- Common questions regarding member withdrawal
- Recent case law on LLC member exit
- Best practices for drafting exit mechanisms in LLC agreements
Benefits
The panel will review these and other key issues:
- What are good reasons for withdrawal?
- Can an LLC member voluntarily withdraw?
- Can a withdrawing member force the LLC to buy out his or her interest?
- Can an LLC force the sale of a withdrawn member’s interest?
- What are the rights of the withdrawing member?
- What is the effect of the withdrawal on the LLC and the withdrawing member?
- What are some practice tips for counsel dealing with the possibility of withdrawal?
Faculty
Michael P. Maxwell
Partner
Potter Anderson & Corroon
Mr. Maxwell provides advice to clients on matters of Delaware corporate and business law for transactions involving... | Read More
Mr. Maxwell provides advice to clients on matters of Delaware corporate and business law for transactions involving alternative entities and corporations, including investment and private equity fund transactions, joint ventures, cross border transactions, mergers, acquisitions, dissolutions and restructurings. He also advises management, boards and special committees of Delaware entities on matters of operation and governance, including with respect to fiduciary duty and contractual interpretation issues. Additionally, Mr. Maxwell represents both lenders and borrowers in a variety of commercial financing transactions, including asset-based financing, real estate mortgage financings and other credit related transactions.
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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.
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