Download or read book Judicial Dissolution of the Limited Liability Company written by Douglas K. Moll and published by . This book was released on 2018 with total page 69 pages. Available in PDF, EPUB and Kindle. Book excerpt: This article, prepared for the Business Law Prof Blog 2017 Symposium, examines the statutory grounds available to members who seek judicial dissolution of an LLC in all fifty states plus the District of Columbia. I also examined the judicial dissolution grounds in five model statutes: the 1992 Prototype LLC Act, the 2011 Revised Prototype LLC Act, the 1996 Uniform LLC Act, the 2006 Revised Uniform LLC Act, and the 2013 Revised Uniform LLC Act. Two charts are provided - one that provides the judicial dissolution grounds for each statute, and one that tabulates the different approaches. Part I summarizes the methodology used and highlights the frequency of various statutory provisions. Part II analyzes two particular provisions--dissolution if it is not reasonably practicable to carry on the LLC's business in conformity with its governing documents, and dissolution as a result of oppressive conduct by those in control. With respect to the “not reasonably practicable” language, the article argues that the impracticability of carrying on the business in conformity with either the certificate or the operating agreement should result in dissolution, but there is confusion over which statutory articulation is consistent with this result. With respect to the oppressive conduct ground, this article provides some possible explanations for why oppression-related dissolution statutes are less common in the LLC setting than in the corporation context.
Download or read book Plan of Dissolution and Liquidation Legally Binding written by Julien Coallier and published by . This book was released on 2017-06-19 with total page 202 pages. Available in PDF, EPUB and Kindle. Book excerpt: Contents include Plan of Dissolution and Liquidation (Legally Binding) Limited Liability Company (LLC) Legal Forms Book. These documents, fulfilled, filled out and signed, can be used in the U.S.A.
Download or read book State Limited Liability Company Laws written by and published by . This book was released on 1996 with total page 1472 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book Symonds O Toole on Delaware Limited Liability Companies written by Robert L. Symonds and published by Wolters Kluwer. This book was released on 2006-10-17 with total page 1664 pages. Available in PDF, EPUB and Kindle. Book excerpt: Symonds & O'Toole on Delaware Limited Liability Companies byrenowned experts Robert L Symonds, Jr. and Matthew J. O'Toole combinespractice-based Delaware LLC insights, completely current coverage, andup-to-date forms presented in logical order, allowing you to confidentlyrepresent your clients from start to finish. Everything you need to know aboutDelaware Limited Liability Companies is included in this one easy-to-usereference, complete with Bonus Delaware LLC Forms CD-ROM.Since the 1988 IRS ruling permitting the advantages of pass-through taxreporting, the number of Delaware Limited Liability Companies formedannually has increased at an explosive rate. Symonds & O'Toole onDelaware Limited Liability Companies provides practical evaluation ofthe Delaware Limited Liability Company, expertly analyzing the mostcurrent Delaware LLC law, as well as the underlying principles andreasoning, allowing you to master the specific issues facing Delaware LLCpractitioners today, and to find workable approaches to potentiallyproblematic Delaware LLC situations.Symonds & O'Toole on Delaware Limited Liability Companies isthe first resource to include complete coverage of all 2006 statutory changesregarding:Filings of Delaware LLC Documents with the Secretary of StateDelaware Limited Liability Company managementFundamental Transactions, including Delaware LLC mergers, conversionand consolidation of other entities into the Delaware LLC (andDelaware LLC into other entities)Everything you need to know about a Delaware Limited Liability Company isfound in this one easy-to-use reference:Expert "how to" guidance on drafting Delaware Limited LiabilityCompany agreementsExtensive Tables covering changes to the Delaware limited Liability CompanyAct and Delaware LLC case lawDelaware LLC Forms for practitioners drafted by experiencedpractitionersReliable In-Depth, Expert Coverage of all 2006 Delaware LLC statutoryamendmentsAbout Authors Robert L. Symonds Jr. and Matthew J. O'Toole:Robert L. Symonds Jr. and Matthew J. O'Toole are shareholders and directors inthe Delaware office of Stevens & LeeP.C. Both have broad experience with the structuring and use ofDelaware business entities. Mr. Symonds is one of the original drafters of theDelaware Limited Liability Company Act, and is a member of the Delaware StateBar Association's committee charged with reviewing and proposing amendments tothe Delaware Statutory Trust Act. Mr. O'Toole is a member of the Council ofthe Corporation Law Section of the Delaware State Bar Association. Mr. Symondsand Mr. O'Toole both serve on the Delaware State Bar Association's committeethat reviews and proposes amendments to Delaware's Limited Liability Companyand Partnership Statutes, and Mr. Symonds is immediate past Chair of thatcommittee.
Download or read book Limited Liability Companies written by Robert W. Wood and published by Wolters Kluwer. This book was released on 2001-01-01 with total page 284 pages. Available in PDF, EPUB and Kindle. Book excerpt: Written by a team of experts, this book explains conversions of existing partnerships and corporations to limited liability companies with in-depth legal, tax, and practical implications. It also details procedures from start to finish, including knowing when to use, how to form, and how to dissolve limited liability companies with federal tax treatment of each step. Topics discussed include: comparing LLCs to S Corporations and Partnerships and exploring the reasons LLCs may want to elect to be taxed as corporations - forming the LLC - withholding taxes on payments to foreign LLCs - converting accounting and law firms to LLPs - dissolution and liquidation - and more.
Download or read book Limited Liability Companies written by J. William Callison and published by . This book was released on 1994 with total page 732 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book Limited Liability Companies written by Carter G. Bishop and published by Warren Gorham & Lamont. This book was released on 1994 with total page 2036 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book Forming and Using Limited Liability Companies written by and published by . This book was released on 1994 with total page 1048 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book Limited Liability Company Partnership Answer Book 4th Edition written by Frazier, Strauss and published by Wolters Kluwer. This book was released on 2019-11-18 with total page 2020 pages. Available in PDF, EPUB and Kindle. Book excerpt: Limited Liability Company and Partnership Answer Book
Download or read book The Illinois Limited Liability Company Act written by Illinois and published by . This book was released on 1997 with total page 56 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book How to Form a Limited Liability Company in Florida written by Mark Warda and published by Sphinx Publishing. This book was released on 2002 with total page 190 pages. Available in PDF, EPUB and Kindle. Book excerpt: Contains everything you need to legally start your Florida limited liability company (LLC)
Download or read book Partnership in Pennsylvania written by Walter Murphy and published by . This book was released on 1885 with total page 382 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book Foreclosure and Dissolution Rights of a Member s Creditors written by Thomas E. Rutledge and published by . This book was released on 2010 with total page 9 pages. Available in PDF, EPUB and Kindle. Book excerpt: A recent article in this journal raised the spectre that a judgment creditor of a member of a limited liability company (LLC) might apply for and obtain a charging order; then or later persuade the court to order foreclosure on the membership interest subject to the charging order before the charging order is redeemed; be the successful bidder at the foreclosure sale; thereby become a transferee; thereafter petition for involuntary judicial dissolution of the LLC; and finally persuade the court that involuntary dissolution (with its attendant consequences to a potentially successful business, its other members, employees, and creditors) is warranted. If successful, the judicial dissolution threat would either force a sale of the entity's assets or require the other members to purchase the interest from the foreclosure and purchasing creditor at an inflated price elevated by the dissolution threat. Either event would be highly disruptive to the successful continuation of the LLC's business and, if realistic, represent a serious impediment to the use of the LLC entity form. Moreover, the eventuality of judicial dissolution would represent a serious threat to quot;asset protectionquot; goals of using an entity's separate existence to insulate personal assets from the reach of that member's creditors.
Download or read book Drafting Delaware Limited Liability Company Agreements written by John M. Cunningham and published by Wolters Kluwer. This book was released on 2009-01-01 with total page 1050 pages. Available in PDF, EPUB and Kindle. Book excerpt: Drafting Delaware LLC Agreements: Forms and Practice Manual provides a comprehensive and sophisticated analysis of the Delaware Limited Liability Company Act from an entity formation viewpoint and sets forth extensive practical guidelines for lawyers planning, negotiating and drafting Delaware LLC agreements. Among other features: The book exhaustively identifies the definitional, mandatory, default and permissive provisions critical in forming Delaware LLCs, and it addresses in detail the more important of these provisions. It contains detailed criteria and practical examples for use in choosing among Delaware LLCs and other types of Delaware entities, including limited partnerships and corporations, In business entity formations (“non-tax choice of entity”). To the authors’ knowledge, it provides the most complete analysis of the series LLC provisions of the Delaware Act currently available in LLC literature. It provides in digital form model LLC agreements that address all of the various ownership structures, management structures and tax structures that Delaware LLC formation clients may need—a total of nine agreements for single-member LLC s and 33 for multi-member LLCs. Finally, The book contains plain-English explanations for lawyers who are not tax specialists concerning all principal federal and state tax issues likely to be important to Delaware entity formation clients. A CD containing customizable agreements, For ease of use, along with the full text of the Delaware Limited Liability Company Act is included with your purchase! SPECIAL OFFER… Get the latest monthly edition of Drafting Delaware LLC Agreements: Forms and Practice Manual E-Newsletter. Download your FREE E-Newsletter NOW ! The co-authors of the book and E-Newsletter are John M. Cunningham, The author of Drafting Limited Liability Company Operating Agreements (Aspen Publishers), The leading generic (i.e., non-state specific) LLC form book and practice manual; and Vernon R. Proctor, a partner and co-founder of Proctor Heyman LLP, a Wilmington, Delaware business litigation law firm. Mr. Proctor is a member of the Delaware State Bar Association committee that annually updates the Delaware LLC Act And The other Delaware “alternative entity” statutes .
Download or read book Nolo s Guide to Single Member LLCs written by David M. Steingold and published by Nolo. This book was released on 2022-10-25 with total page 177 pages. Available in PDF, EPUB and Kindle. Book excerpt: Many sole proprietors are now looking to “legitimize” their businesses by forming a single-member LLC, which is the popular choice of entity because it is easy to form, simple to manage, and provides personal liability protection. This book provides the information business owners need to decide if an SMLLC is the right choice for them, and it walks them through the process for forming, funding, and maintaining the business. The focus is on single-member LLCs, as opposed to LLCs with more than one owner, and all of the tips, forms, and issues it discusses relate only to single-member LLCs.
Download or read book Forming and Using Limited Liability Companies and Limited Liability Partnerships written by and published by . This book was released on 1994 with total page 750 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book New York Limited Liability Companies and Partnerships written by Karon S. Walker and published by . This book was released on 2002 with total page 954 pages. Available in PDF, EPUB and Kindle. Book excerpt:
