Fundamentals of LLC and Corporation Formation, Operating Agreements, Dissolution and Tax Considerations (2024 Edition)

Jeff Cunningham
Micah J. Stewart
Noel D. Humphreys
Jeff Cunningham | Bradley Arant Boult Cummings LLP.
Micah J. Stewart | LaPorte CPAs & Business Advisors
Noel D. Humphreys | Connell Foley LLP

Live Video-Broadcast: February 27, 2024

Fundamentals of LLC and Corporation Formation, Operating Agreements, Dissolution and Tax Considerations (2024 Edition)

$245.00 3 hour CLE

MCLE Credit Information:

Select Your State Below to View CLE Credit Information

Can't Decide Which CLE Program?

Access All
Federal Bar Association Programs
Co-Sponsored by myLawCLE
Only $395yr

Annual Subscription includes access to:
  • 500+ Live CLE Webinars
  • National Hot Legal Topics
  • New Laws and Regulations
  • State Specific Programs
  • All Formats: Live, Replay, & On-Demand
Subscribe Today
Training 5 or more people?

Sign-up for a law firm subscription plan and each attorney in the firm receives free access to all CLE Programs

Program Summary

Session I - Business Entities Demystified: Navigating the Landscape of Formation and Operation – Jeff Cunningham

Embark on a journey into the fundamental realm of business entities with our comprehensive guide, "Business Entities Demystified." Uncover the essentials as we break down the basics of Sole Proprietorship, Partnership, LLC, and Corporation, providing insights into the advantages and disadvantages of each entity type. Dive deeper into the intricacies of LLC formation, exploring legal requirements, and gaining a thorough understanding of crafting a comprehensive Operating Agreement. Learn about member rights and responsibilities and elevate your knowledge through real-world case studies that showcase best practices in LLC formation. Whether you're a seasoned entrepreneur or a newcomer to the business world, this guide equips you with the knowledge needed to make informed decisions and lay a solid foundation for your business journey.

Key topics to be discussed:

  • Understanding the Basics: Sole Proprietorship, Partnership, LLC, and Corporation
  • Advantages and Disadvantages of Each Entity Type
  • Legal Requirements for Forming an LLC
  • Crafting a Comprehensive Operating Agreement
  • Member Rights and Responsibilities
  • Case Studies: Best Practices in LLC Formation

Session II - Tax Considerations for LLCs and Corporations - Micah Stewart

Navigating the complexities of tax considerations is crucial for LLCs and corporations alike. This comprehensive guide provides an overview of the tax implications for different business entities, shedding light on the intricate world of pass-through taxation specifically tailored for Limited Liability Companies (LLCs). Delving into the corporate realm, the comparison between C Corporations and S Corporations unveils distinct approaches to taxation, helping businesses make informed choices. The resource extends beyond mere insights, offering practical tax planning strategies designed to empower small businesses. Whether deciphering pass-through taxation nuances for LLCs or weighing the pros and cons of C versus S Corporations, this guide serves as a valuable compass for businesses aiming to optimize their tax structures and navigate the intricate landscape of tax planning.

Key topics to be discussed:

  • Overview of Tax Implications for Different Business Entities
  • Understanding Pass-through Taxation for LLCs
  • Corporate Taxation: C Corporations vs. S Corporations
  • Tax Planning Strategies for Small Businesses

Session III - Strategic Navigation: Amendments, Pitfalls, and Dissolution in Business Operations – Noel Humphreys

Embark on a strategic exploration of crucial aspects in business operations with our insightful guide. Learn the art of making amendments to Operating Agreements and Bylaws, ensuring your business adapts to evolving needs and remains legally sound. Delve into the intricacies of common pitfalls and discover proactive measures to avoid them, safeguarding the stability and growth of your enterprise. Recognize the signs indicating it's time for dissolution and gain valuable insights into the dissolution process for both LLCs and Corporations. Navigate the complex terrain of distributing assets and settling debts, gaining a comprehensive understanding of the financial aspects that come with concluding business operations. Whether you're a business owner or a stakeholder, this guide equips you with the knowledge to strategically maneuver through critical decisions and transitions in your business journey.

Key topics to be discussed:

  • Making Amendments to Operating Agreements and Bylaws
  • Common Pitfalls and How to Avoid Them
  • Recognizing When It's Time: Signs for Dissolution
  • The Dissolution Process for LLCs and Corporations
  • Distributing Assets and Settling Debts

This course is co-sponsored with myLawCLE.

Date / Time: February 27, 2024

  • 12:00 pm – 3:20 pm Eastern
  • 11:00 am – 2:20 pm Central
  • 10:00 am – 1:20 pm Mountain
  • 9:00 am – 12:20 pm Pacific

Closed-captioning available

Speakers

Jeff Cunningham_ Bradley Arant Boult Cummings LLP_FedBarJeff Cunningham | Bradley Arant Boult Cummings LLP.

Jeff Cunningham is a Partner with Bradley Arant Boult Cummings LLP. He routinely advises growing entrepreneurial businesses regarding all aspects of the business life cycle, from entity selection and formation through fund raising and operational growth and maturity, all the way to the sale of the business in an exit transaction.

Listed in The Best Lawyers in America®, Corporate Law, 2021-2024.

 

Micah-J.-Stewart_LaPorte-CPAs-&-Business-Advisors_FedBarMicah J. Stewart | LaPorte CPAs & Business Advisors

Micah has experience in tax planning for partnerships, S corporations, corporations  individuals, gratuitous transfers, trusts, and estates. He also has an extensive background in international tax planning. Micah leads the firm’s efforts in timely legislative and regulatory guidance and presents numerous seminars to the firm’s clients and professional organizations. He is also the lead in the firm’s tax planning as it relates to cryptocurrencies. Micah’s engagements include business and tax planning for national and international companies and assistance with reorganization, merger, and acquisition tax issues. In addition, he is an adjunct professor at the Louisiana State University Paul M. Hebert Law Center.

Prior to joining LaPorte, Micah was an associate attorney for a large regional law firm where he concentrated his efforts on tax planning for families and businesses and in the field of tax incentive planning. He was previously a manager at a Big Four accounting firm in New Orleans where he focused on international taxation and general business planning. Micah began his professional career in 2005 and joined LaPorte in 2011.

 

Noel-D.-Humphreys_Connell-Foley-LLP_myLawCLENoel D. Humphreys | Connell Foley LLP

A transactional lawyer working closely with business clients, Noel Humphreys actively participates in the ins and outs of business organizations. He focuses his practice on business transactions, lending transactions, organizational governance, and intellectual property. Noel has participated in hundreds of business combinations ─ mergers, asset acquisitions, joint ventures, strategic alliances, sourcing relationships and stock purchases ─ as well as settlements of disputes within family-owned businesses.

Operating agreements for limited liability companies and partnership agreements are also an important aspect of Noel’s practice, as entities often face movement among their members or partners. With businesses expanding globally, Noel also helps structure U.S.-based subsidiaries and joint ventures with European, Chinese, and South American parents and partners. In addition, Noel represents employers and employees in employment contracts and consulting and services arrangements. He has also represented lenders and borrowers of all sizes in loan transactions and recently represented a leading U.S. bank in lending transactions with middle market companies.

Agenda

Session I – Business Entities Demystified: Navigating the Landscape of Formation and Operation | 12:00pm – 1:00pm

  • Understanding the Basics: Sole Proprietorship, Partnership, LLC, and Corporation | 12:00pm – 12:10pm
  • Advantages and Disadvantages of Each Entity Type | 12:10pm – 12:20pm
  • Legal Requirements for Forming an LLC | 12:20pm – 12:30pm
  • Crafting a Comprehensive Operating Agreement | 12:30pm – 12:40pm
  • Member Rights and Responsibilities | 12:40pm – 12:50pm
  • Case Studies: Best Practices in LLC Formation | 12:50pm – 1:00pm

Break | 1:00pm – 1:10pm

Session II – Tax Considerations for LLCs and Corporations | 1:10pm -2:10pm

  • Overview of Tax Implications for Different Business Entities | 1:10pm – 1:25pm
  • Understanding Pass-through Taxation for LLCs | 1:25pm – 1:40pm
  • Corporate Taxation: C Corporations vs. S Corporations | 1:40pm – 1:55pm
  • Tax Planning Strategies for Small Businesses | 1:55pm – 2:10pm

Break | 2:10pm – 2:20pm

Session III – Strategic Navigation: Amendments, Pitfalls, and Dissolution in Business Operations | 2:20pm – 3:20pm

  • Making Amendments to Operating Agreements and Bylaws | 2:20pm – 2:30pm
  • Common Pitfalls and How to Avoid Them | 2:30pm – 2:40pm
  • Recognizing When It’s Time: Signs for Dissolution | 2:40pm – 3:00pm
  • The Dissolution Process for LLCs and Corporations | 3:00pm – 3:10pm
  • Distributing Assets and Settling Debts | 3:10pm – 3:20pm