You Are Currently Viewing the PBI CLE Catalog. Visit pbi.org
Pottsville
Collapse Big Changes Coming for LLCs, LLPs, LPs and GPs (Pottsville)

Overhauling laws that are 25+ years old, Act 170 is expected to provide new and current businesses with a legal guide that is cleaner and easier to use.

 

This new law means big changes for your practice.
Join the attorneys who drafted this new legislation as they take apart Act 170, one provision at a time.

 

General Partnerships

  • Entity status, Certificates of authority,
  • Duties of care and loyalty

 

Limited Partnerships

 

LLPs and LLLPs

  • “Full shield” protection for general partners, Distribution tests, Satisfaction of creditors upon liquidation

 

Limited Liability Companies

  • How to modify the statutory default rules (with a few notable exceptions) by careful drafting of the contract among the owners

 

Governance rights versus economic rights—the critical difference

 

Nonprofit limited partnerships and LLCs

 


 

    • General and introductory comments
      • effective date
      • derivation from uniform acts
      • structure of Title 15
      • restricted professional companies
      • benefit companies
    • Derivative suits
      • clarification of rules for corporations, LPs, & LLCs
      • special litigation committees
      • lawsuits by partners in a general partnership
    • Nonprofit LPs and LLCs
      • nonprofit purposes and restrictions
    • LLPs
      • change to full shield
      • new distribution tests
      • dissolution proceedings
      • LLLPs
    • GPs, LPs, and LLCs
      • agreements (new rules on content and freedom of contract)
    • GPs, LPs, and LLCs (continued)
      • concept of a “transferee”
      • charging orders
      • single member LLCs
      • redemption
    • GPs, LPs, and LLCs (continued)
      • dissociation v. dissolution
      • events causing dissociation
      • events causing dissolution & how to avoid dissolution

 

    • GPs, LPs, and LLCs (continued)
      • management structures for LLCs
      • manager-managed v. member-managed
      • review of LLC forms
      • apparent authority
    • GPs, LPs, and LLCs (continued)
      • new filings defining authority
      • for GPs
      • for LLCs
    • GPs, LPs, and LLCs (continued)
      • duties
      • care and loyalty
      • contractual obligation of good faith & fair dealing
      • variation of duties
    • GPs, LPs, and LLCs (continued)
      • winding up, barring claims, and termination
    • Ethics
       

BONUS! INCLUDED IN YOUR TUITION:

Pennsylvania LLC Documents, 3rd Edition—a top-notch desk reference, featuring

  • 41 fully annotated forms in PDF and Word formats for easy drafting (includes 26 updated and 15 new forms)
  • Tax planning tips, optional clauses and provisions, and practical guidance for the user
  • Available in print with searchable USB or as an eBook
  • Authored by the PBA Title 15 LLC Task Force and edited by Bill Clark

 

PENNSYLVANIA BUSINESS ASSOCIATION LAWSOURCE®
This handy 800+ page, soft cover source for business
lawyers contains relevant full text sections of 

  • Title 15—Corporations and Unincorporated Associations
    • Corporations
    • Partnerships and Limited Liability Companies
    • Unincorporated Associations
    • Business Trusts
  • Title 54 — Names
  • Current committee comments
  • Reporter's comments for 1990 anti-takeover provisions 

Best of all, the Lawsource® is edited by Bill Clark, moderator of this program and the chairman and draft sman of the PBA Task Force that wrote the comments!

 


 

sat

9813

Formats Available: Video Replay
Original Product Date: July 21, 2017
On-Demand Release Date: Available Now

Approved Credit:
  • PA CLE: 5.00 hours Substantive Credits, 1 hour Ethics Credits

  • MORE INFOMORE INFO Big Changes Coming for LLCs, LLPs, LPs and GPs (Pottsville)
    Collapse New, Evolving Law in Pa. about Pharmaceuticals and Medical Device Products: Instructing a Jury Post-<em>Lance</em> (podcast w/credit)

    The Pennsylvania Supreme Court’s 2014 decision of Lance v. Wyeth created room for interpretation regarding negligence in marketing of dangerous brand-name prescription drugs.

    Attorneys with prescription and pharmaceutical cases and litigators will further understand the impact of the case and gain insight from a renowned litigator who has focused on complex pharmaceutical products liability and class action defense cases. Some of the questions and points covered in this one-hour course include:

    • In what ways do prescription products differ from products subject to strict liability?
      • Discussion of Restatement (Second) of Torts §402A, comment k (1965) and its applicability to design defect claims
    • Are devices treated the same way as pharmaceuticals?
    • Why isn’t there a duty to warn the patient directly?
      • Discussion of the learned intermediary doctrine
    • The debate about Lance - how did that case change the landscape of pharma/device law and what are the parameters to which it is subject?
    • What does Lance mean by “too harmful to be used by anyone” and how does it affect prescription drugs and devices?

    Recorded during a live webinar in November 2015.

    Formats Available: Podcast
    Original Product Date: November 04, 2015
    On-Demand Release Date: Available Now

    Approved Credit:
  • PA CLE: 1 hour Substantive Credits

  • MORE INFOMORE INFO New, Evolving Law in Pa. about Pharmaceuticals and Medical Device Products: Instructing a Jury Post-<em>Lance</em> (podcast w/credit)
    Collapse Sean Carter Presents...The Ethycal Lawyer (Pottsville)

     


     YELP, I'VE FALLEN FOR SOCIAL MEDIA AND I CAN'T LINKEDOUT: The Ethycal Pitfalls of Social Media

    Facebook, Twitter, LinkedIn, and the other social media tools have become ubiquitous in our high-tech society. And while social media can undoubtedly help lawyers to enhance their networks of colleagues, clients and prospective clients, it can also ensnare the unwary in a web of ethical violations.

     

    THE TRUTH, THE WHOLE TRUTH AND NOTHING BUT THE TRUTH: The Ethycal Imperative for Honesty

    In this eye-opening program, Sean will deal frankly with the very human inclination for dishonesty and explain how to avoid the traps from which dishonesty most often springs. In doing so, he will draw upon current and past nominees from his annual Ethy Awards for the worst ethical behavior to provide poignant reminders of the consequences of dishonesty.

     

    SHOW ME THE ETHICS!: The Ethycal Way to Bill for Legal Services

    While it is important for lawyers to be compensated for our services, it is even more important for lawyers to use ethical billing and collection practices in securing such compensation. Drawing on examples provided by current and past nominees from his annual Ethy Awards for the worst ethical behavior, Sean will provide a poignant reminder of how NOT to bill clients and collect fees. And in the process, he will reinforce the relevant legal ethics principles underlying such practices.

     


     DON’T TRY THIS AT HOME: Why You Should Never Emulate TV Lawyers

    Lawyers on our favorite legal dramas - Boston Legal, The Practice, L.A. Law - often act in ways that would cause significant trouble for actual lawyers. In this multimedia presentation, Sean demonstrates some of the worst of TV lawyer behavior and explains how similar (although less severe) behavior sometimes creeps into the actual practice of law, decreasing a lawyer's ability to best serve his or her clients and uphold the ideals of the profession.

     

    LOOSE LIPS SINK PARTNERSHIPS: The Ethycal Way to Honor Client Confidentiality 

    One of the most sacrosanct duties for lawyers is the duty of confidentiality. A client has a right to trust that his or her lawyer will not improperly divulge information about the representation. This trust is one of the hallmarks of the client-lawyer relationship. Sean Carter will explore the contours of the rules concerning lawyer confidentiality.

     

    FAIL BETTER: Eliminating Bias in the Legal Profession

    In this presentation, the speaker will discuss how even hidden and seemingly benign biases based on race, gender, religion, disability and sexual orientation can affect even the most fair-minded person. Specifically, the speaker will discuss in detail how each of the foregoing biases impairs our efforts to administer justice fairly both inside and outside of formal legal settings. 

     


     

    Related Products

    One copy of the course materials is included in your registration. These materials are not available for separate purchase.

     

    lm/da
    9701

    Formats Available: Video Replay
    Original Product Date: June 08, 2017
    On-Demand Release Date: Available Now

    Approved Credit:
  • PA CLE: 6.00 hours Ethics Credits

  • MORE INFOMORE INFO Sean Carter Presents...The Ethycal Lawyer (Pottsville)
    Collapse The Intersection of Estates and Civil Litigation (Pottsville)

    Understand What Happens in Existing Litigation When a Litigant Dies

    • How does the litigation continue?
    • Does an estate need to be opened?
    • Do parties need to be substituted?

     

    Explore Wrongful Death and Survival Actions and the Subsequent Consequences on a Decedent’s Estate

    • Ensure your familiarity with these causes of actions and what is encompassed by each: proper parties, statute of limitations, etc.
    • Delve into the allocation of proceeds between Wrongful Death and Survival Action claims
    • Review inheritance tax implications and discuss issues related to valuation of proceeds from survival actions

     

    Analyze Tax Issues Associated with the Receipt of Litigation Proceeds

    • Look at allocation and reporting of the proceeds from pre- and post-death causes of action and what the death tax consequences are
    • Dig into income tax liability issues for estate beneficiaries

     

    Discuss the Ethical and Malpractice Issues for Estate Attorneys

    • Referral Fee Arrangements with litigation attorneys
    • Statute of Limitations Issues to consider

     


     

    Course Planner: Lisa A. Shearman, Esq.

     

    Related Products

    • Course Book (2017-9562) — $49
    • Podcast with credit — $249
    • Podcast no credit — FREE
    • On-demand video with credit — $249
    • On-demand video no credit — FREE

    If you are ordering course materials separately, please allow two weeks after the program for shipment, and include $8.00 shipping and handling & 6% Pa. sales tax on all orders. Please allow 4 to 6 weeks for availability of podcasts and on-demand video.

     

    ae

    9562

    Formats Available: Video Replay
    Original Product Date: June 14, 2017
    On-Demand Release Date: Available Now

    Approved Credit:
  • PA CLE: 2.00 hours Substantive Credits, 1 hour Ethics Credits

  • MORE INFOMORE INFO The Intersection of Estates and Civil Litigation (Pottsville)