Michigan Limited Liability Company: Forms and Practice Manual
Prominent Michigan attorneys have drawn from their extensive experience and collaborated to bring you strategies and forms for virtually every situation you may encounter in this newly revised two-volume Manual featuring a bonus CD with more than 170 electronic forms.
This extensive, updated manual, with its more than 1,115 pages of valuable content, will help you stay current and efficient by providing appropriate statutes and regulations – complemented by thorough discussions and analyses of any changing federal and Michigan state laws. Plus, you’ll be expertly guided through an extensive selection of appropriate LLC forms using an easy-to-follow format. Included are electronic customizable forms, and explanations and planning strategies for the LLC business structure.
Recent Updates Include:
- New section on Partnership Audits and the “Partnerships Representative”
- New form for Advancement of Indemnification
- Updated Comparison Chart for LLC State Fees
- Updated LLC and LLP cases
Vicki R. Harding is a partner in the Real Estate Practice Group in the Detroit office of Pepper Hamilton LLP, and is a member of the firm’s Sustainability, CleanTech and Climate Change Team. Ms. Harding handles commercial transactions with an emphasis on real estate and bankruptcy issues, and represents clients in a broad range of commercial matters, including debt financings and business acquisitions, as well as matters involving real estate, including real estate acquisitions and dispositions, financings and workouts, leasing and zoning. She received her J.D., cum laude, from Harvard Law School in 1977, following her graduation, summa cum laude, from the University of Texas at Austin in 1974, with a B.A. in mathematics. Ms. Harding has published and spoken on a variety of topics, including series LLCs and “piercing the veil” of LLCs. Ms. Harding is a member of the American College of Real Estate Lawyers, and has been listed in Who's Who Legal: USA - Real Estate and The Best Lawyers in America in both Real Estate Law and Bankruptcy and Creditor-Debtor Rights Law.
Lisa B. Petkun is a partner in the Tax Practice Group of Pepper Hamilton LLP in Philadelphia, PA. Ms. Petkun received her B.A., magna cum laude, from Case Western Reserve University in 1972. She received her J.D., cum laude, from Temple University School of Law in 1975, where she was a member of the Law Review. Before joining Pepper, Ms. Petkun was a clerk for the Honorable Raymond J. Broderick of the U.S. District Court for the Eastern District of Pennsylvania, from 1975 to 1977. Ms. Petkun concentrates her practice on sophisticated tax planning on behalf of individuals, partnerships and corporations. Her areas of concentration include a full range of tax issues associated with nonprofit organizations; estate, gift and personal planning; choice of business entity; structuring bankruptcy workouts and reorganizations; taxation of lawsuit payments and recoveries; and independent contractor misclassification. She has co-authored numerous professional articles, including: “Beginning in 2012, New 3 Percent Withholding Applies to Medicare Payments,” Pepper Hamilton LLP Health Care Law Alert, October 2010; and “Independent Contractor Misclassification: How Companies Can Minimize the Risks,” Pepper Hamilton LLP Client Alert, April 2010. Ms. Petkun is a cohead of the Pepper Hamilton’s Independent Contractor Compliance Practice Group, an interdisciplinary team of more than 25 labor, tax and employee benefits attorneys. She co-publishes a blog on the subject at www.IndependentContractorCompliance.com. Ms. Petkun’s recent speaking engagements include: “Form Over Substance or Constructive Receipt – What is the substance of the Cap Gemini Cases?” BNA Advisory Board Meeting, July 21, 2011 (New York, NY); and “Preserving Tax-Exempt Status,” New Jersey Hospital Association Webinar, February 24, 2011. Ms. Petkun is a member of the Exempt Organization Committee of the American Bar Association Tax Section.
Michael B. Staebler is a commercial practice partner with Pepper Hamilton LLP. He leads Pepper’s SBIC practice and is co-chair of the firm’s Funds Services Group. He also is a past member of the firm’s Executive Committee. Mr. Staebler concentrates his practice in the formation and operation of Small Business Investment Companies (SBICs), venture capital and private equity funds, mergers and acquisitions, and corporate finance and governance. He has served on numerous federal and state advisory committees concerning venture capital and economic development. Mr. Staebler is a frequent speaker on venture capital, has conducted numerous seminars on the topic of organizing and operating SBICs, and for five years served on the faculty of NASBIC’s Venture Capital Institute. He earned his J.D., cum laude, from the University of Michigan Law School in 1969, following his graduation from Harvard College in 1966 with a B.A., magna cum laude, in American history. He is a member of the Michigan bar (he is not admitted in the District of Columbia) and is listed in The Best Lawyers in America.
» View Full Table of Contents [PDF]
SUMMARY TABLE OF CONTENTS
PART I: ORGANIZATION
Chapter 1: Introduction
Chapter 2: Formation and Organizaton
PART II: OPERATIONS
Chapter 3: The Operating Agreement
Chapter 4: General Terms
Chapter 5: Capital Provisions
Chapter 6: Allocation and Distribution Provisions
Chapter 7: Management Provisions
Chapter 8: Transfer and Buy-sell Provisions
Chapter 9: Dissolution
Chapter 10: Books, Records, and Accounting
PART III: MISCELLANEOUS
Chapter 11: Reorganization of the LLC
Chapter 12: Doing Interstate Business
Chapter 13: Professional Limited Liability Companies
Chapter 14: Lending to an LLC
PART IV: APPENDICES
PART V: LLP AND LLC CASES
PART VI: INDICES