Overview

LLCs, LPs and Partnerships, now in its 29th year, features a distinguished faculty of practitioners and academics covering the latest developments in unincorporated entities. The virtual program provides great forms, model agreements, coverage of best practices for key clauses and provisions, and analyzes issues faced by practitioners.

2020 highlights include:
  • Hear the latest updates in Texas case law, as well as filing tips and administrative guidance from the Secretary of State.
  • Coronavirus Relief Legislation Update
  • Learn about bankruptcy law issues related to unincorporated entities.
  • Who is a Partner?, a discussion covering partners by estoppel (purported partners), non-equity partners, and other circumstances in which the status of being a “partner” is important.
  • Hear a discussion presenting three model agreements tailored for a closely held company and walk through decisions that the authors made in drafting the agreements to help improve your drafting skills and result in better operating agreements.
  • Examine, in non-technical terms, why Target Allocations are used, how they work, and whether they should be an acceptable allocation method.
  • Learn drafting techniques to better prepare a family partnership, how to keep your contract out of the courtroom, Enterprise Products update and much more.
  • Earn 2.25 hours of legal ethics including a presentation on Ethics of Technology in Law Practice: What Lawyers Need to Know.
Tune in 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

  • Time
    Credit
    Subject
    Speaker
  • Thursday Morning
    Presiding Officer:
    Cliff Ernst, McGinnis Lochridge - Austin, TX
  • 8:20 am
    Welcoming Remarks

  • 8:30 am
    1.00 hr
    Case Law Update

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

    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).
  • 9:30 am
    5-Minute Break

  • 9:35 am
    0.75 hr
    Bankruptcy in LLCs, LPs and Partnerships

    James J. Wheaton, Boston University School of Law - Boston, MA

    Bankruptcies are likely to increase as a result of the coronavirus disease 2019 (COVID-19) pandemic. Learn about bankruptcy law issues related to unincorporated entities, including issues that arise when a partner or member declares bankruptcy and issues that arise when the entity declares bankruptcy.
  • 10:20 am
    5-Minute Break

  • 10:25 am
    0.75 hr
    Charging Orders

    Trenton Hood, Brookshire Grocery Company - Tyler, TX

    A charging order is a court-authorized lien imposed by a creditor on distributions made from an LLC or a partnership. Examine drafting considerations that might affect how an entity and its management are equipped to deal with charging orders.
  • 11:10 am
    5-Minute Break

  • 11:15 am
    0.75 hr
    Letters of Intent and Side Letters (Enterprise Products)

    John C. Ale, Southwestern Energy Company (Retired) - Houston, TX
    Christine Hurt, Brigham Young University - Provo, UT

    On January 31, 2020, the Texas Supreme Court issued its opinion in Energy Transfer Partners, L.P. v. Enterprise Products, L.P., an important case about when a business relationship is deemed to be a partnership under Texas law. Learn about this case and what it means for structuring and drafting agreements for business relationships.
  • 12:00 pm
    Live Webcast Only
    Break for Lunch - Presentations Resume at 12:25 p.m.

  • Thursday Afternoon
    Presiding Officer:
    Elizabeth S. Miller, Baylor Law School - Waco, TX
  • Luncheon Presentation
  • 12:25 pm
    1.00 hr ethics
    Multi-Party Representation for the Business Lawyer – 2020 Revisited

    George W. Coleman, Law Office of George W. Coleman - Dallas, TX
    William D. Elliott, Elliott, Thomason & Gibson, LLP - Dallas, TX

    Building on the 2019 presentation on Multi-Party Representation, delve more deeply into the thorny ethical issues when undertaking a business transaction with current clients, possibly impacting former clients, and with an eye to vicarious knowledge of confidences across the law firm.
  • 1:25 pm
    5-Minute Break

  • 1:30 pm
    0.50 hr
    0.25 hr ethics
    Who is a Partner?

    Christine Hurt, Brigham Young University - Provo, UT
    Robert R. Keatinge, Holland & Hart LLP - Denver, CO

    People commonly refer to each other as “partners” but who is truly a partner for legal, ethical and tax purposes. A discussion covering partners by estoppel (purported partners), non-equity partners, and other circumstances in which the status of being a “partner” is important.
  • 2:00 pm
    5-Minute Break

  • 2:05 pm
    0.75 hr
    Keeping Your Contract Out of the Courtroom: Contractual Rules for Drafting Partnership and Operating Agreements, Including a Helpful Checklist

    Robert R. Keatinge, Holland & Hart LLP - Denver, CO
    Kayla Landeros, Baylor Law School and Naman, Howell, Smith & Lee, PLLC - Waco, TX

    Under the Texas Business Organizations Code, partnership and company agreements are powerful contractual tools for establishing the relationship among the partners or members and their organizations. Because partnership and company agreements serve such an important role in establishing these relationships, errors in the drafting of those agreements can create profound problems in the relationship of the partners or members. Explore techniques and rules to assist with drafting partnership and operating agreements in order to avoid those problems and potential litigation.
  • 2:50 pm
    5-Minute Break

  • 2:55 pm
    0.75 hr
    Model Agreements for Closely Held LLC’s

    Cliff Ernst, McGinnis Lochridge - Austin, TX
    Elizabeth S. Miller, Baylor Law School - Waco, TX

    Company agreements for LLC’s come in all shapes and sizes and it is sometimes hard to know where to turn to create an operating agreement for a new LLC. Hear a discussion presenting three model agreements tailored for a closely held company and walk you through decisions that the authors made in drafting the agreements to help improve your drafting skills and result in better operating agreements.
  • 3:40 pm
    5-Minute Break

  • 3:45 pm
    0.75 hr
    Ambiguous, Omitted, and Inconsistent Provisions in Partnership and Company Agreements: Approaches and Examples (Plus Bonus Discussion: Force Majeure in Texas)

    Ladd Hirsch, Winstead PC - Austin, TX
    Christina Marshall, Haynes and Boone LLP - Dallas, TX

    Even though advisors put a lot of energy into drafting partnership or operating agreements, it seems that when a dispute or need for interpretation arises every agreement has ambiguities, omissions, or inconsistencies. A commercial litigator and transactional business organizations lawyer discuss how they address these contractual infirmities and how they may be avoided in future transactions, and will explore Texas law related to force majeure clauses.
  • 4:30 pm
    5-Minute Break

  • 4:35 pm
    0.75 hr
    Target Allocations for the Rest of Us

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

    Target Allocations are widely used to allocate partnership income and loss in a manner that causes the partners’ capital accounts to match, if possible, the amount the partners should receive if the partnership liquidated and distributed its assets to the partners. But there is no IRS guidance as to whether the use of Target Allocations is an acceptable partnership allocation method. Examine in non-technical terms why Target Allocations are used, how they work, and whether they should be an acceptable allocation method.
  • 5:20 pm
    Adjourn

  • Time
    Credit
    Subject
    Speaker
  • Friday Morning
    Presiding Officer:
    Cliff Ernst, McGinnis Lochridge - Austin, TX
  • 8:30 am
    0.75 hr
    Secretary of State Update

    Kevin Tipton, Office of the Secretary of State - Austin, TX
    Materials By:
    Carmen Flores, Office of the Secretary of State - Austin, TX

    Learn how to avoid last-minute filing issues. Hear filing tips, resources, and administrative issues that will make you a star with your client on filing with the Secretary of State.
  • 9:15 am
    5-Minute Break

  • 9:20 am
    0.75 hr
    Coronavirus Relief Legislation Update

    Veronica D. Cruz, McGinnis Lochridge - Houston, TX
    Robert E. Reetz Jr., McGinnis Lochridge & Kilgore - Austin, TX
    Materials By:
    Felicity A. Fowler, McGinnis Lochridge - Dallas & Houston, TX

    Congress has passed several pieces of legislation to assist individuals and businesses affected by the coronavirus disease 2019 (COVID-19).  Hear an update on this legislation and what these new laws may mean to you and your clients.
  • 10:05 am
    5-Minute Break

  • 10:10 am
    0.75 hr
    Family Business Entities: Avoiding the Land Mines

    Gene Wolf, Kemp Smith LLP - El Paso, TX

    Never has the adage “bad facts make bad law” rung more true than in the use of business entities in the estate planning arena. Because of the importance in this arena, estate planners must understand the benefits and pitfalls associated with using business entities in family succession, business and estate planning.
  • 10:55 am
    5-Minute Break

  • 11:00 am
    0.75 hr
    When Unplanned Events Impact Partners, How Does the Family Partnership Respond?

    Frank Z. Ruttenberg, Haynes and Boone, LLP - San Antonio, TX
    Jason Bashara, Law Offices of Jason S. Bashara - San Antonio, TX

    Incorporated entities, especially limited partnerships, have long been used to achieve tax planning goals for families and family businesses. Often the limited partners in these family limited partnerships are individuals who will experience divorce, death or mental incapacity. Learn drafting techniques that will better prepare the entity and the other partners to deal with these events.
  • 11:45 am
    5-Minute Break

  • 11:50 am
    1.00 hr ethics
    Ethics of Technology in Law Practice: What Lawyers Need to Know

    Erreka Campbell, Apple, Inc. - Austin, TX
    Skyla R. Banks, Amdocs, Inc. - Dallas, TX
    Nate St. Clair, Jackson Walker LLP - Dallas, TX

    Consider ethical issues presented by the ever-changing uses of technology in the practice of law including on-line client meetings, meta-cleaning, social media problems and solutions, and your obligation to save information transmitted by texts or other media forms that are not typically auto-saved and archived.
  • 12:50 pm
    Adjourn

Conference Faculty

John C. Ale

Southwestern Energy Company (Retired)
Houston, TX

Skyla R. Banks

Amdocs, Inc.
Dallas, TX

Jason Bashara

Law Offices of Jason S. Bashara
San Antonio, TX

Dan G. Baucum

Daniel Baucum Law PLLC
Dallas, TX

Erreka Campbell

Apple, Inc.
Austin, TX

George W. Coleman

Law Office of George W. Coleman
Dallas, TX

Veronica D. Cruz

McGinnis Lochridge
Houston, TX

William D. Elliott

Elliott, Thomason & Gibson, LLP
Dallas, TX

Cliff Ernst

McGinnis Lochridge
Austin, TX

Carmen Flores

Office of the Secretary of State
Austin, TX

Felicity A. Fowler

McGinnis Lochridge
Dallas & Houston, TX

Ladd Hirsch

Winstead PC
Austin, TX

Trenton Hood

Brookshire Grocery Company
Tyler, TX

Christine Hurt

Brigham Young University
Provo, UT

Robert R. Keatinge

Holland & Hart LLP
Denver, CO

Kayla Landeros

Baylor Law School and Naman, Howell, Smith & Lee, PLLC
Waco, TX

Christina Marshall

Haynes and Boone LLP
Dallas, TX

Elizabeth S. Miller

Baylor Law School
Waco, TX

Douglas K. Moll

University of Houston Law Center
Houston, TX

Robert E. Reetz Jr.

McGinnis Lochridge & Kilgore
Austin, TX

Frank Z. Ruttenberg

Haynes and Boone, LLP
San Antonio, TX

Nate St. Clair

Jackson Walker LLP
Dallas, TX

Kevin Tipton

Office of the Secretary of State
Austin, TX

James J. Wheaton

Boston University School of Law
Boston, MA

Gene Wolf

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 (Retired)
Houston, TX

Erreka Campbell

Apple, Inc.
Austin, TX

George W. Coleman

Law Office of George W. Coleman
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

Robert R. Keatinge

Holland & Hart LLP
Denver, CO

Mike Powell

Office of the Secretary of State
Austin, TX

April Rogers

The University of Texas School of Law
Austin, TX

Frank Z. Ruttenberg

Haynes and Boone, LLP
San Antonio, TX

Sally A. Schreiber

Attorney at Law
Dallas, TX

K. "Andy" Tiwari

Tiwari, PLLC
Helotes, TX

Lorna S. Wassdorf

Austin, TX

Credit Info

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.
UT Law CLE is an approved provider of Pennsylvania credit, sponsor #236. Attorney attendance will be reported to Pennsylvania within 2 weeks of the webcast conclusion. Attorneys are not able to report this credit on their own, and UT Law CLE pays all associated fees for the credit hours. Contact Laura Tolin, ltolin@law.utexas.edu, if you have additional questions.
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
No Additional Credit Information.
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

Live Webcast – Jul 23-24, 2020
Conference Concluded
Austin - CANCELED – Jul 23-24, 2020 – AT&T Conference Center
Conference Concluded
Buy
Live Webcast
Last day for cancellation (full refund): Jul 17, 2020

$50 processing fee applied after this date

Last day for cancellation: Jul 20, 2020

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