Letters of intent frame a prospective transactional agreement. They provide outline with considerable detail the substantive terms of the underlying agreement – price, reps and warranties, closing conditions, etc. They also outline the process by which a definitive underlying agreement will be finalized.
Monday, January 9, 2017
12:00 PM - 1:00 PM CT
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Nebraska Activity #133888, 1.0 hour CLE
Admitting a new member to an LLC or a partner to a partnership is a complex matter. Substantial voting, financial, and tax consequences depend on whether the LLC or partnership is issuing a new interesting to the incoming member or the incoming member acquired his or her interest by buying it from an existing member. A lot also depends on what type of asset—capital, property, or services—the incoming member contributes to the entity and what type of interest—a capital interest with liquidation rights or a profits interest—the incoming member receives. There are also substantial issues of whether the incoming member acquires only economic rights or voting and other rights. This program provides you with a guide to the practical process and consequences of admitting a new member to an LLC or partnership.
• Admission of new members/partners by issuing a new interests vs. sale of interest by existing member/partner to a buyer
• Understanding the differences between succeeding to economic rights and voting and other rights
• Tax consequences of each type of admission on the entity, the new member, and the departing member
• Contributions of capital vs. services by the new member to the entity
• Receipt by the new member of capital vs. profits interests
• Operating vs. investment assets: What type of assets does the entity have?
Allen Sparkman is a partner in the Houston and Denver offices of Sparkman Foote LLP. He practices in the areas of estate, tax, business, insurance, asset protection, and charitable giving. He has written and lectured extensively on choice of entity, charitable giving, and estate planning topics. He is the Colorado reporter for the books State Limited Partnership Laws and State Limited Liability Company Laws, both published by Aspen Law & Business. Mr. Sparkman is past president of the Rocky Mountain Estate Planning Council.
To Register:Cost $89.00
If you need additional information on your CLE credits please contact:
- Click on above link
- Click “Login to add to cart” button at the bottom of the program page
- This will take you to the log in page, FIRST time users will need to create a user name and password that is separate and distinct from any information you may have used for the Nebraska State Bar website
- Please be sure to use the attorney name and contact information of the person who is to receive the CLE credit
- Once completed click “Update & Proceed to Payment”
- The final step is to click “Submit Payment”
- At this point you will receive an email confirmation of the purchase
- The day before the Program you will receive the dial in information and program materials
- We will submit the program participation information to the Nebraska State Bar Association within 48 hours of the program completion
Sara Weber, Nebraska State Bar Association
(402) 475-7091 ext # 131; email@example.com