Elizabeth Fenton, Esq. tries cases in the Delaware and Pennsylvania state and federal courts involving business divorces, indemnification, restrictive covenants, books and records, and trusts and estates. She frequently speaks and writes on the topic of limited liability of corporations and limited liability companies. A graduate of the University of Pennsylvania Law School and Brown University, Ms. Fenton has over twenty years of experience addressing business disputes through the litigation and alternative dispute resolution processes.
Piercing the Single Member LLC [2019 Edition]
CLE Credits earned: 2 GENERAL (or 2 LAW & LEGAL for WA state)
This course will address whether single member LLCs are more likely to lose the shield of limited liability than other types of entities such as multi-member LLCs, corporations, or LLPs. LLCs are the entity of choice for many types of businesses, ranging from hospitality to real estate. LLCs allow flexibility with regard to taxes, management, and formalities. Courts increasingly have looked to the law of corporate veil-piercing to guide their reasoning when they assess liability against LLCs and potentially their members. Although the law of piercing is fairly consistent across jurisdictions; the application of that law differs widely, especially as it concerns single-member LLCs. How should an entrepreneur set up and operate a single member LLC to avoid exposure of the member to liability? And when the issue comes up in litigation, what are the best arguments for avoiding attacks by creditors on limited liability?
This course is co-sponsored with myLawCLE.
Key topics to be discussed:
• Best Practices for Drafting Operating Agreements
• Litigation strategies involved in veil-piercing
• Recent statutory and case law developments regarding single-member LLCs
Date / Time: March 31, 2020
• 2:00 pm – 4:00 pm Eastern
• 1:00 pm – 3:00 pm Central
• 12:00 pm – 2:00 pm Mountain
• 11:00 am – 1:00 pm Pacific
Choose a format:
• Live Video Broadcast/Re-Broadcast: Watch Program “live” in real-time, must sign-in and watch program on date and time set above. May ask questions during presentation via chat box. Qualifies for “live” CLE credit.
• On-Demand Video: Access CLE 24/7 via on-demand library and watch program anytime. Qualifies for self-study CLE credit. On-demand versions are made available 7 business days after the original recording date and are view-able for up to one year.
myLawCLE seeks accreditation for all programs in all states. (Accreditation for paralegals sought thru NALA and NFPA paralegal associations.) Each attending attorney/paralegal will receive a certificate of completion following the close of the CLE program as proof of attendance. In required states, myLawCLE records attorney/paralegals attendance, in all other states attorney/paralegal is provided with the approved CLE certificate to submit to their state bar or governing association.
- Automatic MCLE Approvals
All myLawCLE CLE programs are accredited automatically either directly or via reciprocity in the following states: AK, AR, CA, CT, FL, HI, ME, MO, MT, ND, NH, NM, NJ, NY, WV, and VT. (AZ does not approve CLE programs, but accepts our certificates for CLE credit.)
- Live Video Broadcasts
Live video broadcasts are new live CLE programs being streamed and recorded for the first time. All of these programs qualify for “Live” CLE credit in all states except NV, OH, MS, IN, UT, PA, GA, SC, and LA —these states require in-person attendance to qualify for “Live” CLE credit.
- “Live” Re-Broadcasts
“Live” Re-broadcasts are replays of previous recorded CLE programs, set on a specific date and time and where the original presenting speakers calls in live at the end of the event to answer questions. This “live” element allows for “live” Re-broadcast CLEs to qualify for “Live” CLE credits in most states. [The following states DO NOT allow for “live” CLE credits on re-broadcast CLEs: NV, OH, MS, IN, UT, PA, GA, SC, and LA]
Many states allow for credit to be granted on a 1:1 reciprocal basis for courses approved in another mandatory CLE jurisdiction state. This is known as a reciprocity provision and includes the following states: AK, AR, HI, CT, FL, ME, MO, MT, ND, NH, NM, VT, NJ, NY, and WV. myLawCLE does not seek direct accreditation of live webinars or teleconferences in these states.
Section I. When and why to form a single-member LLC
Section II. Operating agreements
Section III. A Note About Series LLCs
Section IV. Alter ego/veil piercing
Section V. Capitalization
Section VI. Formalities
Section VII. Fiduciary duties
Section VIII. Fraudulent transfers
Section IX. Commingling of assets
Section X. Variations of piercing
Section XI. Plaintiff’s Litigation Strategies
Section XII. Defendant’s Litigation Strategies
Section XIII. Charging Orders