Fiduciary Duties in Closely-held Companies: What Owners Owe the Business Other Owners (Telephone)
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Statutory and common law impose certain fiduciary duties – care, diligence, good faith and fair dealing – on directors and managers of corporate entities, managers of LLCs, and in certain instances on members of LLCs. The corporate and organizational opportunity doctrines also operate to restrict the activity of closely held company stakeholders, preventing misappropriation of certain corporate or LLC opportunities.

3/13/2018
When: Tuesday, March 13, 2018
12:00 PM - 1:00 PM CT

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MCLE Accreditation
Nebraska Activity #155585, 1.0 hours CLE (Distance Learning)

Statutory and common law impose certain fiduciary duties – care, diligence, good faith and fair dealing – on directors and managers of corporate entities, managers of LLCs, and in certain instances on members of LLCs. The corporate and organizational opportunity doctrines also operate to restrict the activity of closely held company stakeholders, preventing misappropriation of certain corporate or LLC opportunities.  In certain instances, the owners of the entity may want to expand, limit, or even entirely eliminate these duties.  Depending on the entity involved and the specific duty, the law may allow modification by agreement but unintended consequences may be substantial.  This program will provide you with a practical guide to fiduciary duties in corporations and LLCs, how they may be modified, and the practical consequences. 

  • Fiduciary duties in closely held corporations and LLCs
  • Corporate fiduciary duties and standards of review – duty of loyalty and duty of care
  • Conflicts of interest and self-dealing issues in closely held corporations
  • Fiduciary duties in LLCs – standards set by contract and by law
  • What duties may be modified or eliminated – and which may not
  • How the corporate and organizational opportunity doctrines work in closely held companies

Frank Ciatto is a partner in the Washington, D.C. office of Venable, LLP, where he has 20 years’ experience advising clients on mergers and acquisitions, limited liability companies, tax and accounting issues, and corporate finance transactions.  He is a leader of his firm’s private equity and hedge fund groups and a member of the Mergers & Acquisitions Subcommittee of the ABA Business Law Section.  He is a Certified Public Accountant and earlier in his career worked at what is now PricewaterhouseCoopers in New York.  Mr. Ciatto earned his B.A., cum laude, at Georgetown University and his J.D. from Georgetown University Law Center.


To Register:Cost $89.00

https://ne.webcredenza.com/catalog.aspx?browse=ViewProg&catid=23490

  • 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


If you need additional information on your CLE credits please contact:
Amy Prenda, Nebraska State Bar Association
(402) 475-7091 ext # 131; aprenda@nebar.com