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Exit Rights and Transfer Provisions in LLC and Partnership Agreements

Content Provider
American Law Institute CLE
Product
CLE
Run Time
60 Minutes
Recording Date
09/27/2024
Presenter(s)
Noel D. Humphreys
Learning Method
On-Demand Training
Practice Area
Corporate and Business Law
Persona
CLE OnDemand

Price $219.00

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Description

Exit rights and transfer provisions in LLC agreements are vital for ensuring that clients have the necessary liquidity rights to sell their ownership stakes at fair market value, especially when dealing with minority stakes in closely held companies. However, challenges can arise if these arrangements are not clearly defined at the outset and the provisions are not unambiguously drafted, guaranteeing they function smoothly throughout the member’s involvement and reflect the agreed-upon protections. The implications of a member’s withdrawal and the effect it has on the LLC and remaining members can substantially affect the dealings of a business moving forward. Join Noel Humphreys, a seasoned practitioner who works closely with partnerships and limited liability companies, will delve into the unique concerns relating to the withdrawal, resignation, and dissociation of members. Topics include: > Key issues that are often negotiated while drafting > Pitfalls to avoid when negotiating and drafting common provisions > Unexpected rules and underlying assumptions of the entity > Determining the framework most appropriate for liquidity rights > Assessing valuation and economic interests of majority and minority members > What happens when there is more than one operating agreement? > Issues that can crop up during arbitration > What do the latest cases have to say? This course is essential for legal counsel overseeing the transferring of rights for members of private companies.

Literature

State Status Total Credits Type Of Credit Approved Thru
AlaskaApproved1.00GeneralOn-going
ArizonaApproved1.00GeneralOn-going
ArkansasApproved1.00GeneralOn-going
CaliforniaApproved1.00Participatory09/27/2029
ColoradoApproved1.00General12/31/2026
ConnecticutApproved1.00GeneralOn-going
DelawareApproved1.00General09/26/2026
FloridaApproved1.00General06/30/2026
HawaiiApproved1.00General09/27/2026
IdahoPending State Response0.00
IllinoisApproved1.00General11/12/2026
IowaApproved1.00General09/26/2025
KansasApproved1.00General11/19/2025
KentuckyApproved1.00General06/30/2025
LouisianaApproved1.00General11/13/2025
MainePending State Response0.00
MinnesotaApproved1.00General11/24/2026
MississippiPending State Response0.00
MissouriApproved1.00GeneralOn-going
MontanaApproved1.00General09/27/2027
New HampshireApproved1.00General09/26/2027
New JerseyApproved1.00GeneralOn-going
New MexicoApproved1.00General09/26/2029
New YorkApproved1.00SkillsOn-going
North DakotaPending State Response0.00
OhioPending State Response0.00
OregonPending State Response0.00
PennsylvaniaApproved1.00General11/13/2026
Rhode IslandApproved1.00General06/30/2025
TennesseeApproved1.00General11/13/2025
TexasApproved1.00General11/30/2025
UtahPending State Response0.00
VermontApproved1.00GeneralOn-going
VirginiaApproved1.00General10/31/2025
WashingtonApproved1.00General09/26/2029
West VirginiaApproved1.20GeneralOn-going
WisconsinApproved1.00GeneralOn-going
WyomingApproved1.00General11/13/2025

Speakers