Arizona Limited Liability Company: Forms and Practice Manual

Arizona Limited Liability Company: Forms and Practice Manual

Prominent Arizona attorneys, Richard C. Onsager, Esq., and Matthew H. Engle, Esq., have drawn from their extensive experience to bring you strategies and forms for virtually every situation you may encounter in this newly revised three-volume Manual featuring a bonus CD with more than 300 electronic forms.

The new Second Edition has been fully updated to reflect recent changes to the law, including the adoption in 2018 of a comprehensive revision to Arizona’s LLC Act (the “Revised Act”). The Revised Act applies to Arizona LLCs formed, converted, or domesticated on or after September 1, 2019, and to all other Arizona LLCs on September 1, 2020. 

This extensive, updated manual, with its more than 1,800 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 Arizona state laws. Plus, you’ll be expertly guided through an extensive selection of appropriate LLC forms using an easy-to-follow format. Included are customizable electronic forms as well as explanations and planning strategies for the LLC business structure.

Important features found in this year’s edition include:

• Revised forms of assignment of LLC membership interests;
• Revised forms to deal with transfers by operation of law;
• A new form of Operating Agreement for Member-Managed Professional LLCs;
• A new appendix containing references to series LLC statutes of various states;
• Forms of post-organization letters to clients;
• A new discussion of the use of LLCs for venture-backed companies; and
• All forms are included on the accompanying CD-ROM for your convenience and ease-of-use.

Richard C. Onsager, Esq., is a partner with the law firm of Onsager, Werner & Oberg, P.L.C. in Phoenix, Arizona. He has served as a visiting professor and an adjunct professor of law at Arizona State University College of Law, where he taught courses in business organizations, federal income tax, corporate tax, and the taxation of partnerships and Subchapter S corporations. Mr. Onsager was a member of the Limited Liability Company Act Subcommittee of the State Bar, which drafted the Arizona Limited Liability Company Act and subsequent revisions to the Act. He was also a member of the committee that prepared revisions to the Arizona Uniform Partnership Act and Arizona Limited Partnership Act as well as the committee that revised the Arizona Non-Profit Corporation Act. He is also a past Chair of the Tax Section of the State Bar and is certified as a Tax Specialist by the Arizona Board of Legal Specialization. Mr. Onsager was selected in 2011 by the Tax Section of the Arizona State Bar to be the first recipient of the “Henry Tom Outstanding Tax Attorney Award,” given to an attorney “who has distinguished him or herself by making significant contributions to the field of tax law.” Mr. Onsager received his B.A. degree from Arizona State University; his M.A. degree from Brown University; his J.D. from Arizona State University (magna cum laude); and his LL.M. degree in Taxation from New York University.

Matthew H. Engle, Esq., is an attorney with the law firm of Gallagher & Kennedy, P.A., in Phoenix, Arizona. His practice focuses on business formation, corporate governance, mergers and acquisitions, commercial contracts, and securities law. Matt was a member of the Limited Liability Company Act Subcommittee of the Arizona State Bar which drafted the 2018 revisions to the Act. He has served on the Executive Council of the Business Section of the State Bar since 2013. Matt received his B.A. degree, cum laude, from Loyola Marymount University and his J.D. degree, magna cum laude, from the University of Nevada, Las Vegas. Matt is also a supporter of the arts, including being a founder and past president of the Phoenix Symphony Young Professionals and serving as a commissioner on the City of Phoenix Arts and Culture Commission.

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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: Limited Liability Company Capital

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: Financing Transactions

Chapter 15: Compensation Strategies for the LLC

Chapter 16: Taxation of Limited Liability Companies

Chapter 17: Use of LLCs by Exempt Organizations

PART IV: APPENDICES

PART V: INDICES