Overview

LLCs, LPs and Partnerships, now in its 28th year, features a distinguished faculty of practitioners and academics covering the latest developments in unincorporated entities. The program provides great forms, model agreements, coverage of best practices for key clauses and provisions, and analyzes issues faced by practitioners.

2019 highlights include:

  • Hear the latest updates in Texas case law, as well as filing tips and administrative guidance from the Secretary of State.
  • Legislative Update summarizes the non-tax legislation, that has been or is expected to be adopted, in the 2019 Texas Legislature that affects partnerships and LLCs.
  • Federal Tax Update reviews legislative, judicial, and IRS guidance over the past year as it impacts partnerships and LLCs. 
  • Texas State Tax Update explores recent developments regarding the Texas franchise tax and the Texas sales and use tax.
  • Fundraising for LLCs and LPs: Securities Law Basics provides practical discussion of securities law compliance issues.
  • Gain practical tips for drafting to protecting the minority partner, updates on Series LLC including when to use, charging orders updates and much more.
  • Earn 2.00 hours of legal ethics including a presentation on Ethical Issues Presented by Changing Technology.
New this year, be sure to join your colleagues, faculty members, and planning members for our Thursday Evening Networking Reception.

Come a day early for Wednesday evening’s Nuts and Bolts of LLCs, LPs and Partnerships—ideal for beginners or a great refresher for experienced practitioners.

Event Schedule

Program is subject to change.
All times are Central Time Zone.

  • Time
    Credit
    Subject
    Speaker
  • Thursday Morning
    Presiding Officer:
    Barbara Spudis de Marigny, Baker Botts - Houston, TX
  • 7:30 am
    Austin Only
    Registration Opens
    Includes continental breakfast.

  • 8:20 am
    Welcoming Remarks

  • 8:30 am
    1.00 hr
    Case Law Update
    A survey of recent Texas cases addressing significant issues (fiduciary duties, piercing the entity veil, and more) in the context of LLCs and partnerships (including limited partnerships and LLPs).

    Elizabeth S. Miller, Baylor Law School - Waco, TX
    Co-Author:
    Douglas K. Moll, University of Houston Law Center - Houston, TX

  • 9:30 am
    0.50 hr
    The Future Isn’t What It Used to Be
    An update on recent Texas cases concerning charging orders and the effect of those decisions on asset protection and other business planning.

    Trenton Hood, Brookshire Grocery Company - Tyler, TX

  • 10:00 am
    Break

  • 10:15 am
    0.75 hr
    Legislative Update
    Hear a summary of non-tax legislation that has been or is expected to be adopted in the 2019 Texas Legislature that affects partnerships and LLCs and selected other entity-related bills.

    Daryl B. Robertson, Hunton Andrews Kurth LLP - Dallas, TX

  • 11:00 am
    0.50 hr
    Texas State Tax Update
    Learn about recent developments regarding the Texas franchise tax and the Texas sales and use tax. Discuss recent court opinions, important pending litigation, administrative policy developments, and legislative changes. On the franchise tax side, address taxpayers’ ongoing cost of goods sold saga with the Texas Comptroller, as well as the upward tick in apportionment litigation. On the sales and use tax side, discuss updates impacting taxable services and key exemptions.

    Danielle Ahlrich, Martens, Todd, Leonard & Ahlrich - Austin, TX

  • 11:30 am
    Austin Only
    Pick Up Lunch
    Included in registration.

  • Thursday Afternoon
    Presiding Officer:
    Elizabeth S. Miller, Baylor Law School - Waco, TX
  • LUNCHEON PRESENTATION
  • 11:50 am
    1.00 hr ethics
    Ethics of Multi-Party Representation: 2019
    In business transactions, especially those involving LLCs and partnerships, the practical reality facing business attorneys involved in transactions is the ubiquity of ethical issues when representing multiple parties. Explore the thorny issues of multiple party representation. 

    William D. Elliott, Elliott, Thomason & Gibson, LLP - Dallas, TX
    Karen L. Hart, Bell Nunnally & Martin LLP - Dallas, TX
    Co-Author:
    George W. Coleman, Bell Nunnally & Martin LLP - Dallas, TX

  • 12:50 pm
    Break

  • 1:05 pm
    1.25 hrs
    Federal Tax Update
    Review legislative, judicial and IRS guidance over the past year as it impacts partnerships and LLCs with a focus on choice of entity, Section 199A deduction, examination provisions, new loss limitation rules and Section 1061 holding period requirements.

    William Paul Bowers, Norton Rose Fulbright - Dallas, TX
    Patrick L. O'Daniel, Norton Rose Fulbright - Austin, TX

  • 2:20 pm
    1.00 hr
    Carrying On About Carried Interests
    Carried interests—also known as profits interests—have been used for decades to motivate and reward key employees, partners and members. The 2017 tax act makes significant changes to the way in which carried interests are taxed. Review current thinking on the use of carried interests, learn cutting-edge techniques for drafting carried interests, and analyze how carried interests are taxed.

    Dan G. Baucum, Daniel Baucum Law PLLC - Frisco, TX
    Commentator:
    William D. Elliott, Elliott, Thomason & Gibson, LLP - Dallas, TX

  • 3:20 pm
    Break

  • 3:30 pm
    0.50 hr
    Qualified Opportunity Zones
    Tax reform brought us a new regime for tax-favored investments in qualified opportunity zones, and while the potential benefits are being referred to as “unprecedented,” the rules are still being written. Discuss those benefits, the requirements to obtain them, potential traps along the way, as well as remaining open questions.

    Christopher Alan Cunningham, Elliott, Thomason & Gibson, LLP - Dallas, TX
    Brandon S. Jones, Winstead PC - Fort Worth, TX
    Kevin Thomason, Elliott, Thomason & Gibson, LLP - Dallas, TX

  • 4:00 pm
    0.50 hr
    Fundraising for LLCs and LPs: Securities Law Basics
    A practical discussion of securities law compliance issues, including when a membership or partnership interest is considered a security, and commonly used private offering exemptions. 

    Shana McGirl, McGinnis Lochridge LLP - Austin, TX

  • 4:30 pm
    0.75 hr
    The Texas Series LLC Turns 10: A Series of Remaining Questions and Updates on the New Uniform Protected Series Act and Changes in Delaware
    The Texas Series LLC is a great tool for specific situations, but practitioners should be wary of the continuing distinction between an entity and its series. A brief examination of remaining questions and issues practitioners should consider before using a series in Texas and how the series interacts with other areas of law. A Uniform Protected Series Act is making its way through the states and seeks to resolve several of the supposed weaknesses in series law. A brief examination of how Texas compares to the new model code and what practitioners may want to know as more states adopt it. Delaware now allows for the creation of a "registered series." An update for practitioners and a brief examination of whether this might be a solution for open questions in Texas.

    K. "Andy" Tiwari, Tiwari, PLLC - Helotes, TX

  • 5:15 pm
    Austin Only
    Adjourn to reception
    Join us for drinks and hors d’oeuvres with program faculty and attendees.

  • Time
    Credit
    Subject
    Speaker
  • Friday Morning
    Presiding Officer:
    Cliff Ernst, McGinnis Lochridge - Austin, TX
  • 7:30 am
    Austin Only
    Conference Room Opens
    Includes continental breakfast.

  • 8:30 am
    0.75 hr
    Secretary of State Update
    Ever had a document rejected by the Secretary of State? Hear filing tips, do’s and don’ts and learn about other administrative issues that will make you an expert on filing with the Secretary of State.

    Briana Godbey, Office of the Secretary of State - Austin, TX

  • 9:15 am
    0.75 hr
    Issues and Drafting Tips When Owners’ Situations Differ
    Partners or LLC members may differ in percentage ownership, financial wherewithal, or knowledge of the business.  Address common mechanisms for protecting rights when the owners’ interests and profiles vary.

     

    John C. Ale, Southwestern Energy Company - Spring, TX
    Frank Z. Ruttenberg, Haynes and Boone, LLP - San Antonio, TX

  • 10:00 am
    0.75 hr
    Estate Planner’s Toolbox: The Pass-Through Entity
    Focus on the structure and use of business entities in estate planning.

    Gene Wolf Jr., Kemp Smith LLP - El Paso, TX

  • 10:45 am
    Break

  • 11:00 am
    0.75 hr
    Drafting Deadlock-Breaking Mechanisms
    A discussion of buy-sell provisions, put/call options and other deadlock-breaking mechanisms in LLC and partnership agreements. This presentation will provide the practitioner with a framework for avoiding litigation and/or termination when members, managers, and partners fail to agree. 

    Daniel Bell-Garcia, Winstead PC - Austin, TX
    Ryan Valenza, Winstead PC - Austin, TX

  • 11:45 am
    1.00 hr ethics
    Ethical Issues Presented by Changing Technology
    Increasingly technology is integrated into the practice of law. Examine lawyers' current ethical responsibility in relation to the use of technology and how such responsibility may change as technological advances, like artificial intelligence, become more commonplace in the practice of law.

    Erreka Campbell, WeWork - Dallas, TX
    Skyla R. Johnson, HSB Solomon Associates, LLC - Dallas, TX
    Nate St. Clair, Jackson Walker LLP - Dallas, TX

  • 12:45 pm
    Adjourn

Conference Faculty

Danielle Ahlrich

Martens, Todd, Leonard & Ahlrich
Austin, TX

John C. Ale

Southwestern Energy Company
Spring, TX

Dan G. Baucum

Daniel Baucum Law PLLC
Frisco, TX

Daniel Bell-Garcia

Winstead PC
Austin, TX

William Paul Bowers

Norton Rose Fulbright
Dallas, TX

Erreka Campbell

WeWork
Dallas, TX

George W. Coleman

Bell Nunnally & Martin LLP
Dallas, TX

Christopher Alan Cunningham

Elliott, Thomason & Gibson, LLP
Dallas, TX

William D. Elliott

Elliott, Thomason & Gibson, LLP
Dallas, TX

Briana Godbey

Office of the Secretary of State
Austin, TX

Karen L. Hart

Bell Nunnally & Martin LLP
Dallas, TX

Trenton Hood

Brookshire Grocery Company
Tyler, TX

Skyla R. Johnson

HSB Solomon Associates, LLC
Dallas, TX

Brandon S. Jones

Winstead PC
Fort Worth, TX

Shana McGirl

McGinnis Lochridge LLP
Austin, TX

Elizabeth S. Miller

Baylor Law School
Waco, TX

Douglas K. Moll

University of Houston Law Center
Houston, TX

Patrick L. O'Daniel

Norton Rose Fulbright
Austin, TX

Daryl B. Robertson

Hunton Andrews Kurth LLP
Dallas, TX

Frank Z. Ruttenberg

Haynes and Boone, LLP
San Antonio, TX

Nate St. Clair

Jackson Walker LLP
Dallas, TX

Kevin Thomason

Elliott, Thomason & Gibson, LLP
Dallas, TX

K. "Andy" Tiwari

Tiwari, PLLC
Helotes, TX

Ryan Valenza

Winstead PC
Austin, TX

Gene Wolf Jr.

Kemp Smith LLP
El Paso, TX

Planning Committee

Cliff Ernst—Co-Chair

McGinnis Lochridge
Austin, TX

Elizabeth S. Miller—Co-Chair

Baylor Law School
Waco, TX

John C. Ale

Southwestern Energy Company
Spring, TX

Erreka Campbell

WeWork
Dallas, TX

George W. Coleman

Bell Nunnally & Martin LLP
Dallas, TX

Brady J. Cox

Jackson Walker LLP
Dallas, TX

Barbara Spudis de Marigny

Baker Botts
Houston, TX

Carmen Flores

Office of the Secretary of State
Austin, TX

Trenton Hood

Brookshire Grocery Company
Tyler, TX

Brandon S. Jones

Winstead PC
Fort Worth, TX

Robert R. Keatinge

Holland & Hart LLP
Denver, CO

Frank Z. Ruttenberg

Haynes and Boone, LLP
San Antonio, TX

Sally A. Schreiber

Attorney at Law
Dallas, TX

Kevin Thomason

Elliott, Thomason & Gibson, LLP
Dallas, TX

K. "Andy" Tiwari

Tiwari, PLLC
Helotes, TX

Lorna S. Wassdorf

Austin, TX

Credit Info

MCLE Credit
A Texas MCLE Reporting Form will be included in your course materials. Please complete and return to the registration desk and UT Law CLE will report credit on your behalf to the State Bar of Texas, or you can self-report your credit directly to the State Bar of Texas at texasbar.com. A Certificate of Attendance will be provided at the conference to keep for your records.  
At the conference, you will need to sign in on the Record of Attendance form at the registration desk. Self-report your CLE credit directly to the State Bar of California at calbar.ca.gov. You will receive a Certificate of Attendance at the conference to keep for your records. UT Law CLE will maintain Attendance Records for four years.  
At the conference, you will need to sign in on the Record of Attendance form at the registration desk. You will receive a Certificate of Attendance at the conference to keep for your records. UT Law CLE will report credit on your behalf to the Oklahoma Bar Association within 30 days after the conference.
Note on Self-Reporting Your Credits in Another State
If you wish to satisfy MCLE or other professional education requirements in another state for a program offered by the University of Texas School of Law, please check with the state bar or other licensing authority in that state before taking the program to ensure it will qualify for self-reporting your credits.
Other Credit
The University of Texas School of Law 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 website: www.nasbaregistry.org.

Delivery Method: Group-Live

To comply with NASBA Standards, attendees claiming CPE credit must sign in to verify attendance for each segment. Attendance sign-in sheets will be available at the registration desk. You will need your CPA license number to sign in. A CPE Certificate of Completion will be provided at the conclusion of the conference.

Reporting: CPAs are responsible for reporting CPE credits earned to their state's accountancy board, and must retain appropriate documentation of their participation in learning activities. Visit your state’s reporting website for more information or www.nasba.org.
The University of Texas School of Law (Provider #250) live conferences are presumptively approved by The Texas State Board of Public Accountancy for Texas Accounting CPE credit based on a 50-minute credit hour. Approved for general CPE credit only.

At the conference, you will need to sign in on the Accounting CPE Record of Attendance form at the registration desk. You will receive a Texas Accounting Certificate of Completion at the conference for your records. Self-report your CPE credit directly to TSBPA. UT Law CLE will maintain Attendance Records for four years.  

Contact Laura Tolin, ltolin@law.utexas.edu, if you have additional questions.
MCLE Credit
UT Law CLE will report credit to the State Bar of Texas on your behalf. If you are claiming credit in the last week of your birth month, self-report your credit directly to the State Bar of Texas at texasbar.com. A Certificate of Completion will be emailed to you upon claiming credit.
Self-report your CLE credit directly to the State Bar of California at calbar.ca.gov. Print and keep the Certificate of Completion for your records. A Certificate of Completion will be emailed to you upon claiming credit.
The University of Texas School of Law (Provider #169) live webcast presentations meet the requirements and are presumptively approved by the Oklahoma Bar Association for MCLE credit based on a 50-minute credit hour. This accreditation requires attendance verification. In compliance with the rules, UT Law CLE monitors and records attendee responses to questions that randomly appear during the live webcast presentation. The response record is detailed on the Certificate of Completion.

To claim Oklahoma MCLE credit, Oklahoma credit option must be selected PRIOR to viewing the live webcast. Upon claiming credit, a Certificate of Completion will be emailed to you. UT Law CLE will report credit on your behalf to the Oklahoma Bar Association within 30 days after the webcast.
Note on Self-Reporting Your Credits in Another State
If you wish to satisfy MCLE or other professional education requirements in another state for a program offered by the University of Texas School of Law, please check with the state bar or other licensing authority in that state to ensure it will qualify for self-reporting your credits.

To claim Other States MCLE credit, Other States credit option must be selected PRIOR to viewing the live webcast. Upon claiming credit, a Certificate of Completion will be emailed to you.

This accreditation requires attendance verification. UT Law CLE monitors and records attendee responses to questions that randomly appear during the live webcast presentation. The response record is detailed on the Certificate of Completion .

MCLE credit is presented based on a 60-minute credit hour.
Other Credit
The University of Texas School of Law (Provider #250) live webcast presentations meet the requirements and are presumptively approved by the Texas State Board of Public Accountancy for Texas Accounting CPE credit based on a 50-minute credit hour. Approved for general CPE credit only.

This accreditation requires attendance verification. In compliance with the rules, UT Law CLE monitors and records attendee responses to questions that randomly appear during the live webcast presentation. The response record is detailed on the Certificate of Completion.

To claim Texas Accounting CPE credit, the Texas Accounting CPE credit option must be selected PRIOR to viewing the live webcast. Upon claiming credit, a Certificate of Completion will be emailed to you. Self-report your CPE credit directly to the Texas State Board of Public Accountancy.

Contact Laura Tolin, ltolin@law.utexas.edu, if you have additional questions.

Key Dates

Austin – Jul 18-19, 2019 – AT&T Conference Center
Conference Concluded
Live Webcast – Jul 18-19, 2019
Conference Concluded
Buy
Austin
Last day for Individual early registration: Jul 16, 2019

Add $50 for registrations received after this time

Last day for Group (5 registrants minimum) early registration: Jul 16, 2019

Add $50 for registrations received after this time

Last day for Group (10 registrants minimum) early registration: Jul 16, 2019

Add $50 for registrations received after this time

Last day for cancellation (full refund): Jul 12, 2019

$50 processing fee applied after this date

Last day for cancellation: Jul 15, 2019
Live Webcast
Last day for Individual early registration: Jul 10, 2019

Add $0 for registrations received after this time

Last day for Group (5 registrants minimum) early registration: Jul 10, 2019

Add $50 for registrations received after this time

Last day for Group (10 registrants minimum) early registration: Jul 10, 2019

Add $50 for registrations received after this time

Last day for cancellation (full refund): Jul 12, 2019

$50 processing fee applied after this date

Last day for cancellation: Jul 15, 2019

Venue

speaker

The University of Texas at Austin
1900 University Avenue
Austin, TX
877.744.8822 (reservations)
Map

Accommodations

$189 room rate good through June 14, 2019 (subject to availability).

Book your room online 
here or call the reservations department at 877-744-8822 and reference the 2019 LLCs, LPs and Partnerships Conference. The reservations link will be active until the room block is full or the cutoff date of 6/14/19, whichever comes first. 

Parking Information

Free daily self-parking at UT garages. Separate fees apply for valet and overnight parking. 

Subscribe to Our Hooked on CLE Monthly Newsletter