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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

 



Morning

  • 9:00 – 9:30
    • General and introductory comments
      • effective date
      • derivation from uniform acts
      • structure of Title 15
      • restricted professional companies
      • benefit companies
  • 9:30 – 9:45
    • Derivative suits
      • clarification of rules for corporations, LPs, & LLCs
      • special litigation committees
      • lawsuits by partners in a general partnership
  • 9:45 – 9:55
    • Nonprofit LPs and LLCs
      • nonprofit purposes and restrictions
  • 9:55 – 10:20
    • LLPs
      • change to full shield
      • new distribution tests
      • dissolution proceedings
      • LLLPs
  • 10:20 – 10:45
    • GPs, LPs, and LLCs
      • agreements (new rules on content and freedom of contract)
  • 10:45- 11:00
    • Break
  • 11:00 – 11:30
    • GPs, LPs, and LLCs (continued)
      • concept of a “transferee”
      • charging orders
      • single member LLCs
      • redemption
  • 11:30 – 12:00
    • GPs, LPs, and LLCs (continued)
      • dissociation v. dissolution
      • events causing dissociation
      • events causing dissolution & how to avoid dissolution
  • 12:00 – 12:30
    • Lunch

 

Afternoon

  • 12:30 – 1:15
    • GPs, LPs, and LLCs (continued)
      • management structures for LLCs
      • manager-managed v. member-managed
      • review of LLC forms
      • apparent authority
  • 1:15 – 1:30
    • GPs, LPs, and LLCs (continued)
      • new filings defining authority
      • for GPs
      • for LLCs
  • 1:30 – 2:15
    • GPs, LPs, and LLCs (continued)
      • duties
      • care and loyalty
      • contractual obligation of good faith & fair dealing
      • variation of duties
  • 2:15 – 2:30
    • GPs, LPs, and LLCs (continued)
      • winding up, barring claims, and termination
  • 2:30 – 2:45
    • Break
  • 2:45 – 3:45
    • Ethics
  • 3:45 – 4:00
    • Q&A
       

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!

 


 

Related Products

  • Pennsylvania LLC Documents, 3rd Edition (2017-9586) — $169
  • Podcast with credit — $279
  • Podcast no credit — FREE
  • On-demand video with credit — $279
  • 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.

 

sat
9813

Product Information
Product Date:
March 20, 2017
Publication Time:
9:00 am - 4:00 pm
Big Changes Coming for LLCs, LLPs, LPs and GPs (Mechanicsburg)
Speaker Information
Timothy A. Hoy, Esq.   [ view bio ]
Lisa R. Jacobs, Esq.   [ view bio ]
Prof. Daniel S. Kleinberger   [ view bio ]
Kathleen Misturak-Gingrich, Esq.   [ view bio ]
Lee S. Piatt, Esq.   [ view bio ]
Tags
9813
Individual topic purchase: Selected
Pennsylvania CLE
Substantive Credits: 5.00
Ethics Credits: 1.00
You may pick a location after you click Add to Basket
  • Attend In-Person
    • PBI Conference Center 5080 Ritter Road Mechanicsburg PA 17055
Products
Attend In-Person
Paralegal Attending w/ Attorney : $150.00
Member (admitted after 1/1/13): $150.00
Judicial Law Clerk: $150.00
Judicial Law Clerk (admitted after 1/1/13): $150.00
Paralegal Attending Alone: $150.00
Member (PBA or County Bar Assn): $299.00
 Nonmember Tuition: $299.00