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California Limited Liability Company: Forms and Practice Manual (Special Chapter on Nevada)

by Gerald V. Niesar, Esq., Benjamin Berk, Esq., Ellen Kaye Fleishhacker, Esq.,

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$349.90
  • Updated annually
  • First Edition published 1994
  • 3 volumes, 2,400+ pages, 260+ forms
  • Includes a forms CD
  • ISBN# 1-57400-010-1

California Limited Liability Company: Forms and Practice Manual (Special Chapter on Nevada)

California Limited Liability Company: Forms and Practice Manual

Prominent California 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 three-volume Manual featuring a bonus CD with more than 260 electronic forms.

This extensive, updated manual, with more than 2,400 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 California state laws. Included are customizable electronic forms as well as explanations and planning strategies for the LLC business structure. There is also an entire chapter devoted to the Nevada LLC Act written by Rew R. Goodenow, Esq.

Significant matters addressed in this Supplement

  • Paragraph 1.18 has a discussion of Benefit Corporations and Social Purpose Corporations, suggesting parallel entities using the LLC format.
  • The “post-formation” information letter for LLC clients (Appendix C3) has been updated and now also contains website addresses for many of the forms.
  • Analysis of two conflicting Appellate Court opinions regarding the designation of a Trust as a Member has been added to Paragraph 4.12. One of the cases is under review in the California Supreme Court.
  • Paragraphs 9.2.1 and 12.2 discuss two new and important cases concerning judicial dissolution issues.
  • The Nevada Chapter has been updated to reflect important statute changes enacted in 2019.
  • A form of Incentive Unit Agreement providing a possible bonus to long-time employees of an LLC has been added as Appendix E5.

Gerald V. Niesar, Esq., is a partner in the Business Group of the San Francisco firm Niesar & Vestal LLP, where his practice centers on general representation of emerging public and private companies in the industries of high technology, service, manufacturing, distribution, and retail. Mr. Niesar received his B.S. from the University of Pennsylvania, Wharton School of Finance and Commerce and his LL.B. (cum laude), from the University of Pennsylvania Law School.

Benjamin Berk, Esq., is a transactional partner in the Tax Group of Arnold & Porter Kay Scholer LLP.  Mr. Berk regularly advises clients on partnership, corporate and international tax matters, focusing on private equity, real estate, and hedge funds.  

Ellen Kaye Fleishhacker, Esq., is a partner in the firm of Arnold & Porter Kaye Scholer LLP. Her practice focuses on a broad range of investment management related matters, such as: representation of sponsors and investors in private equity funds, venture funds, hedge funds, estate partnerships, and limited liability companies. Ms. Fleishhacker received her B.A. (with high honors) from UC Berkeley; her M.B.A. from UC Berkeley, Haas School of Business; and her J.D. from UC Berkeley, School of Law.

» 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 of the LLC

Chapter 5: Limited Liability Company Capital

Chapter 6: Allocation and Distribution Provisions

Chapter 6A: LLCs Electing to be Taxed as S Corporations

Chapter 7: Management Provisions

Chapter 8: Transfer and Buy Sell Provisions

Chapter 8A: Preparing for Business Succession

Chapter 9: Dissolution

Chapter 10: Books, Records, Accounting and Miscellaneous Provisions

PART III: MISCELLANEOUS

Chapter 11: Reorganization of the LLC

Chapter 12: Foreign Limited Liability Companies

Chapter 13: Use of LLCs by Professionals in California

Chapter 14: Limtied Liaiblity Partnerships

Chapter 15: Compensation Strategies for the LLC

Chapter 16: The Nevada LLC Act

Chapter 17: LLCs Forms for Specific Purposes

Chapter 18: Bankruptcy Issues Concerning LLCs

PART IV: APPENDICES

PART V: LLP AND LLC CASES

PART VI: INDICES

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