North Carolina Limited Liability Company: Forms and Practice Manual

North Carolina Limited Liability Company: Forms and Practice Manual

Prominent North Carolina attorney, Cyrus M. Johnson, Jr., Esq., has drawn from his extensive experience 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 190 electronic forms.

Important features of this supplement include new discussions concerning: 

• New audit rules issued by the IRS and the establishment of a “Partnership Representative” in lieu of a “Tax Matters Partner;”
• Impact on tax and other distributions of an LLC resulting from changes under The Tax Cut and Jobs Act of 2017;
• Issuance of profits interest grants and award letters; and
• Recent North Carolina case summaries.

Cyrus M. Johnson, Jr., Esq., a member of the North Carolina law firm Womble Bond Dickinson (US), LLP, has represented individuals and companies in structuring start-up businesses and real estate projects. He has extensive experience in assisting businesses and real estate developers in raising capital through private offerings, typically structured to comply with Regulation D. He provides on-going legal counseling concerning issues facing growing businesses and handles mergers, acquisitions, sales, and restructuring for his business clients. Mr. Johnson also advises clients on director, officer, and manager fiduciary duties and represents clients in shareholder, partner, and member disputes. He served as a member on the Joint Subcommittee of the Business and Tax Sections of the North Carolina State Bar Association − which initially drafted the North Carolina Limited Liability Company Act. Mr. Johnson's practice includes the representation of corporations, partnerships, and limited liability companies in a wide variety of business organizations. He received his B.A. from the University of North Carolina/Chapel Hill in Chemistry and in Political Science (with highest honors), his M.B.A. from the University of North Carolina School of Business, and his J.D. from the University of North Carolina School of Law (with honors).

» 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: 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: Foreign Limited Liability Companies and North Carolina LLCs Doing Business Outside North Carolina

Chapter 13: Professional Limited Liability Companies

Chapter 14: Compensation Strategies for the LLC

Chapter 15: Legal Opinions

PART IV: APPENDICES

PART V: LLP AND LLC CASES

PART VI: INDICES