eConference
2021 LLCs, LPs, and Partnerships eConference
Contains material from Aug 2021
2021 LLCs, LPs, and Partnerships eConference
4.35 out of 5 stars
What was the overall quality of the course (presentation, materials, and technical delivery)?
Rate the overall teaching effectiveness and presentation skills of faculty for the course.
How would you rate the value of the materials provided as part of the course?
Well done.
I thought there were several speakers who used poor word choices or hackneyed phrases. One speaker spoke of using a trust to deal with the problem of the heavily tattooed son. Stereotype, as today many young people have tattoos and they have nothing to do with the abilities, work ethic, honorable nature, etc of that person. Speaker should be taught to refrain from using stereotypes that train young lawyers how to continue offensive practices.
Having been at this for many years I found the last session a "primer on how to do it". Been there, done that, how to keep the revenue without being non-professional. Deserves a higher placement in the program.
Great program, as always. Many thanks to the organizers and speakers!
Outstanding. Thorough. Good breadth of topics.
Wow! That was excellent. I will add quite a few points when I next teach Business Associations.
Excellent, up-to-date discussions that are relevant to my practice.
I always enjoy this course. Thank you.
Excellent
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LLCs, LPs and Partnerships, now in its 30th year, features a distinguished faculty of practitioners and academics covering the latest developments in unincorporated entities. This year’s live webcast offers a flexible schedule of three partial days that provide great forms, model agreements, coverage of best practices for key clauses and provisions, and analyzes issues faced by practitioners.
2021 webcast highlights include:
2021 webcast highlights include:
- Hear the latest updates in Texas case law, as well as filing tips and administrative guidance from the Secretary of State.
- Hear a summary of non-tax legislation that has been adopted in the 2021 Texas Legislature that affects partnerships and LLCs and selected other entity-related bills, including amendments to the TBOC and TBCC and a brief summary of the Texas business courts bill.
- Three part series on the purchase and sale of interest for unincorporated entities from both the inside and outside.
- The latest Federal Tax Update: Hot Topics in Partnership Tax
- State Tax Considerations for Those Moving to the Lone Star State discusses the taxes imposed by the Lone Star State with a special focus on two key business taxes: Texas sales and use tax and Texas franchise tax.
- Earn 3.00 hours of legal ethics including a presentation on multi-party representation, technology use for attorneys, and the new Texas Disciplinary Rules.
Includes: Video Audio Paper Slides
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1.
Case Law Update (Aug 2021)
Elizabeth S. Miller, Douglas K. Moll
1.25
0.00
0.00
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Session 1
—68 mins
Case Law Update (Aug 2021)
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).
Originally presented: Jul 2021 LLCs, LPs and Partnerships
Elizabeth S. Miller,
Baylor Law School - Waco, TX
Douglas K. Moll,
University of Houston Law Center - Houston, TX
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2.
Texas Legislative Update (Aug 2021)
Daryl B. Robertson
0.75
0.00
0.00
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Session 2
—45 mins
Texas Legislative Update (Aug 2021)
Hear a summary of non-tax legislation that has been adopted in the 2021 Texas Legislature that affects partnerships and LLCs and selected other entity-related bills, including amendments to the TBOC and TBCC and a brief summary of the Texas business courts bill.
Originally presented: Jul 2021 LLCs, LPs and Partnerships
Daryl B. Robertson,
Hunton Andrews Kurth LLP - Dallas, TX
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3.
Secretary of State Update (Aug 2021)
Traci Cotton
0.75
0.00
0.00
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Session 3
—46 mins
Secretary of State Update (Aug 2021)
Learn about filing tips and resources that will make your transactions with the Secretary of State easier and more predictable; hear updates on notable legislation.
Originally presented: Jul 2021 LLCs, LPs and Partnerships
Traci Cotton,
Texas Secretary of State - Austin, TX
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4.
Corporate Transparency Act (CTA) (Aug 2021)
Thomas E. Rutledge
0.75
0.25
0.00
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Session 4
—46 mins
Corporate Transparency Act (CTA) (Aug 2021)
The Corporate Transparency Act, adopted as Title LXIV (64) of the 2021 National Defense Authorization Act, mandates the creation of a national database for the “beneficial ownership” of some 88% of the small businesses in the country. The project to adopt the implementing regulations is currently ongoing. This presentation will address topics including who is affected by this legislation and the compliance requirements and challenges presented for both lawyers and businesses.
Originally presented: Jul 2021 LLCs, LPs and Partnerships
Thomas E. Rutledge,
Stoll Keenon Ogden PLLC - Louisville, KY
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5.
Technology Use and the Ethics that Come with It (Aug 2021)
Skyla R. Banks, Erreka Campbell, Nathaniel St. Clair II
1.00
1.00
0.00
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Session 5
—59 mins
Technology Use and the Ethics that Come with It (Aug 2021)
The 2020 Covid 19 pandemic forced dramatic changes in practice styles, with most lawyers and their clients shifting from working in offices to working remotely from home. Technology was at the center of these changes with “Zoom” meetings, “e-signing,” “e-filing” and related technologies playing an even more critical role in the practice of law. This panel of ethics experts will examine the issues raised by these practice shifts, including discussion of alternative technological methods of service in litigation and potential waiver of attorney-client privilege due to the misuse of technology.
Originally presented: Jul 2021 LLCs, LPs and Partnerships
Skyla R. Banks,
Amdocs, Inc. - Dallas, TX
Erreka Campbell,
Apple, Inc. - Austin, TX
Nathaniel St. Clair II,
Jackson Walker LLP - Dallas, TX
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6.
Purchases and Sales of Interests in Unincorporated Entities – Part 1 (Aug 2021)
Frank Z. Ruttenberg
0.50
0.00
0.00
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Session 6
—32 mins
Purchases and Sales of Interests in Unincorporated Entities – Part 1 (Aug 2021)
An overview of issues relating to the termination of an interest in pass-through entities. Thinking about the end at the beginning and designing back doors to the business relationship.
Originally presented: Jul 2021 LLCs, LPs and Partnerships
Frank Z. Ruttenberg,
Haynes and Boone, LLP - San Antonio, TX
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7.
Unincorporated Entity Owner Buyouts from the Inside Part 2 (Aug 2021)
K. "Andy" Tiwari
0.50
0.00
0.00
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Session 7
—31 mins
Unincorporated Entity Owner Buyouts from the Inside Part 2 (Aug 2021)
Negotiating and drafting agreements for an inside transfer or purchase of interests by the issuing entity or other owners, particularly where an owner retires or seeks to leave the business and the governing documents are silent on redemptions or contain undesirable provisions. A general overview of the ABA Model Interest Redemption Agreement with a focus on practical tips and sample clauses to consider such as releases, restrictive covenants, and intellectual property provisions.
Originally presented: Jul 2021 LLCs, LPs and Partnerships
K. "Andy" Tiwari,
Tiwari, PLLC - San Antonio, TX
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8.
Purchase and Sale of Interest Involving Unincorporated Interest from the Outside—Part 3 (Aug 2021)
Shana F. McGirl, Jennifer Lowary Smith
0.75
0.00
0.00
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Session 8
—45 mins
Purchase and Sale of Interest Involving Unincorporated Interest from the Outside—Part 3 (Aug 2021)
Part three will focus on purchase and sale transactions with an unrelated third party and will present and walk through a model Membership Interest Purchase Agreement, explaining the function of various provisions of the agreement and providing drafting and negotiation tips related to the process and the agreement.
Originally presented: Jul 2021 LLCs, LPs and Partnerships
Shana F. McGirl,
DuBois, Bryant & Campbell, LLP - Austin, TX
Jennifer Lowary Smith,
DuBois, Bryant & Campbell, LLP - Austin, TX
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9.
Provisions Limiting Liability and Duties in Partnership and Company Agreements (Aug 2021)
Christine Hurt, Robert R. Keatinge
0.75
0.00
0.00
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Session 9
—46 mins
Provisions Limiting Liability and Duties in Partnership and Company Agreements (Aug 2021)
This panel will discuss the effectiveness and limitations on provisions of partnership and company agreements which provide for the modification of duties, exoneration from liability and indemnification with respect to claims against managers, members and other employees and agents.
Originally presented: Jul 2021 LLCs, LPs and Partnerships
Christine Hurt,
Brigham Young University - Provo, UT
Robert R. Keatinge,
Holland & Hart LLP - Denver, CO
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10.
An Introduction to of the Investment Company Act of 1940 and Recent SEC Rules. (Aug 2021)
Eric D. Simanek
0.50
0.00
0.00
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Session 10
—31 mins
An Introduction to of the Investment Company Act of 1940 and Recent SEC Rules. (Aug 2021)
Investment companies are pooled investment vehicles commonly formed as unincorporated entities. The speaker will provide an introduction to the regulation of these pools under the Investment Company Act of 1940 and review important rulemaking under the ’40 Act that occurred in 2020, including new rules related to exchange traded funds (ETF’s), fund of funds arrangements, derivatives and valuation.
Originally presented: Jul 2021 LLCs, LPs and Partnerships
Eric D. Simanek,
Sullivan & Worcester LLP - Washington, DC
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11.
Looking at the New Disciplinary Rules of Conduct and Procedure: How Will My Practice Change? (Aug 2021)
Claude E. Ducloux
0.75
0.75
0.00
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Session 11
—45 mins
Looking at the New Disciplinary Rules of Conduct and Procedure: How Will My Practice Change? (Aug 2021)
How can lawyers implement and take advantage of new useful tools contained in the 2021 Disciplinary Rules?
Originally presented: Jul 2021 LLCs, LPs and Partnerships
Claude E. Ducloux,
Attorney at Law - Austin, TX
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12.
Statutory Trust (Aug 2021)
Adrienne Randle Bond, Thomas E. Rutledge
0.75
0.00
0.00
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Session 12
—45 mins
Statutory Trust (Aug 2021)
Delaware and other states (but not Texas) have adopted statutory trust acts creating another form of unincorporated entity. These speakers will analyze this form of entity, report on the work of the Uniform Statutory Trust Entity Act Committee, and consider when this form of entity might be appropriate and whether Texas would benefit for adding statutory trusts to its menu of entity choices.
Originally presented: Jul 2021 LLCs, LPs and Partnerships
Adrienne Randle Bond,
Crain Caton & James, P.C. - Houston, TX
Thomas E. Rutledge,
Stoll Keenon Ogden PLLC - Louisville, KY
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13.
Federal Tax Update: Hot Topics in Partnership Tax (Aug 2021)
Brandon Bloom, Lee Meyercord
0.75
0.00
0.00
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Session 13
—47 mins
Federal Tax Update: Hot Topics in Partnership Tax (Aug 2021)
Analyze the final carried interest regulations under Section 1061, IRS partnership audits and enforcement efforts, and President Biden’s tax proposals.
Originally presented: Jul 2021 LLCs, LPs and Partnerships
Brandon Bloom,
Thompson & Knight LLP - Dallas, TX
Lee Meyercord,
Thompson & Knight LLP - Dallas, TX
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14.
LLC’s and Veil Piercing (Aug 2021)
Cliff Ernst
0.75
0.00
0.00
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Session 14
—46 mins
LLC’s and Veil Piercing (Aug 2021)
Effective 2011, the Texas Business Organizations Code was amended to clarify that the liability shield for shareholders of Texas corporations also applies for members of Texas limited liability companies. Examine these TBOC provisions and also explore how courts have (and have not) applied the statute in the decade since these provisions were adopted. Analyze “reverse piercing” (holding an LLC liable for claims against its members).
Originally presented: Jul 2021 LLCs, LPs and Partnerships
Cliff Ernst,
McGinnis Lochridge - Austin, TX
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15.
State Tax Considerations for Those Moving to the Lone Star State (Aug 2021)
Danielle Ahlrich
0.75
0.00
0.00
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Session 15
—46 mins
State Tax Considerations for Those Moving to the Lone Star State (Aug 2021)
Texas touts itself as a low-tax, business-friendly state. As a result, many businesses are surprised to learn that, while Texas may not impose a personal income tax, the state otherwise maintains a complex state tax scheme that can create audit headaches for those unfamiliar with Texas tax. In this session, we’ll discuss the taxes imposed by the Lone Star State with a special focus on two key business taxes: Texas sales and use tax and Texas franchise tax.
Originally presented: Jul 2021 LLCs, LPs and Partnerships
Danielle Ahlrich,
Reed Smith LLP - Austin, TX
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16.
Multiparty Representation —Entity Formation (Aug 2021)
William D. Elliott
1.00
1.00
0.00
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Session 16
—61 mins
Multiparty Representation —Entity Formation (Aug 2021)
A deep-dive into the knurly problems of multi-party representation of start-up companies, including whether the client is the founder or founders or the company is yet to be formed. The ethical difficulties for the lawyer continue after formation as the company and its founders, directors and officers move beyond formation of the entity into the realm of operations.
Originally presented: Jul 2021 LLCs, LPs and Partnerships
William D. Elliott,
Elliott, Thomason & Gibson, LLP - Dallas, TX