Ohio Limited Liability Company: Forms and Practice Manual
Prominent Ohio attorneys have drawn from their extensive experience to bring you strategies and forms for virtually every situation you may encounter in this newly revised two-volume Manual featuring abonus CD with 200 electronic forms.
This extensive, updated manual, with its more than 1,200 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 Ohio 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 Supplements address new and important discussions and forms, such as:
- This update includes a discussion of the new partnership audit rules that were enacted as part of the Bipartisan Budget Act of 2015 (see Section 10.6.2) and sample language (see Form 10-13) that can be incorporated into existing operating agreements. In addition, the new partnership audit rules have been incorporated into each of the relevant operating agreements in the Appendices.
- The update also includes a summary of Senate Bill 181 that was effective July 2016 and ushered in some important changes to O.R.C. Chapter 1701 and significant changes to O.R.C. Chapter 1705.
Richard C. McQuown, Esq. is a partner in the law firm Porter, Wright, Morris & Arthur LLP. His diverse practice includes counseling start-up, development stage, and seasoned private companies in general business matters − choice of entity, corporate governance, federal and state securities law compliance, strategic partnerships, and mergers and acquisitions. He received his B.A. degree from The Ohio State University and his J.D. degree from Capital University Law School (magna cum laude).
James McArdle Mattimoe, Esq. is a partner in the law firm of Porter, Wright, Morris & Arthur LLP whose practice focuses on the federal income taxation of corporations, partnerships, limited liability companies, and individuals, which includes rendering advice regarding the formation, operation, merger, division, sale, and liquidation of such entities. He received his B.S. from University of Virginia/McIntyre School of Commerce, and his J.D. from The Ohio State University College of Law.
Harry L. Henning, Esq., a retired partner with the law firm of Porter, Wright, Morris & Arthur LLP, is currently serving as counsel to the firm. His practice concentration is in the counseling of corporate clients in complex business and financial matters including corporate finance, reorganization of troubled companies, mergers and acquisitions, structuring business arrangements, and complex business transactions. Mr. Henning received his B.B.A. from the University of Notre Dame (cum laude) and his J.D. from the University of Notre Dame Law School (magna cum laude).
» View Full Table of Contents [PDF]
SUMMARY TABLE OF CONTENTS
PART I: ORGANIZATION
Chapter 1: Introduction
Chapter 2: Formation and Organization
PART II: OPERATIONS
Chapter 3: The Operating Agreement
Chapter 4: Organization
Chapter 5: Capital Provisions
Chapter 6: Allocation and Distribution Provisions
Chapter 7: Management
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: Interstate Business
Chapter 13: Professional Organizations
Chapter 14: Compensation Strategies for the LLC
Chapter 15: Commercial Law Aspects of LLCs
Chapter 16: Single-member LLCs
Chapter 17: General Partnerships
Chapter 18: Bankruptcy Issues Concerning LLCs
Chapter 19: Use of LLCs by Exempt Organizations
Chapter 20: Limited Liability and the Corporate Veil
Chapter 21: Options and Convertible Interests for LLCs Taxed as Partnership
Chapter 22: Legal Opinions
Chapter 23: Admission of New Members and Application of Securities Law
Chapter 24: Sale of Limited Liability Company Interests
PART IV: APPENDICES
PART V: INDICES