Prototype Limited Liability Partnership Agreement

The Uniform Partnership Act (1997) (RUPA) is a far-reaching revision and modernization of the law of partnerships. This prototype agreement explores how a partnership agreement can be crafted to the new environment.

While the partnership has been a viable alternative to incorporation for centuries, the much more recent limited liability company (LLC) has increasingly become the business organization of choice for new firms in the United States. This Handbook inclu

Limited Liability Company and Partnership Answer Book

This essential resource enables you to negotiate, draft, and fine-tune LLC operating agreements for all basic types of LLCsand—in every U.S. jurisdiction! It delivers exclusive guidance on all 10 stages of the LLC formation process, and comes with a CD-ROM packed full of valuable material, including complete agreements, forms, and clauses all ready for immediate use. Newly expanded to two volumes, theand Fourthand Edition of Drafting Limited Liability Company Operating Agreements is the only limited liability company formbook and practice manual that addresses the entire process of planning, negotiating and drafting LLC operating agreements, and handling LLC formations. Providing hands-on guidance directly from John M. Cunningham, one of the acknowledged leaders in the field, Drafting Limited Liability Company Operating Agreements, Fourthand Edition, ensures that youand’re prepared to handle all legal and tax aspects of the LLC formation process for member-managed, manager-managed, single-member, and multi-member LLCs, including: Fiduciary issues and other critical business organization law issues facing the managers of multi-member LLCs Multi-member LLC partnership tax issues The unique legal and tax issues confronting owners of single-member LLCs Hidden issues in drafting articles of organization The complex issues of legal ethics when representing two or more clients in forming multi-member LLCs Only Drafting Limited Liability Company Operating Agreements, Fourthand Edition fully covers: The 10 main stages of the LLC formation process, providing detailed, practice-oriented comments on each and“Red flagsand” spotlighting common pitfalls and risks in LLC formation Key federal tax materials, including the and“Check-the-Box Regulationsand” and the IRSand’s guidelines on the application of the Self-Employment Tax to LLC members The current text of the Delaware Limited Liability Company Act And Drafting Limited Liability Company Operating Agreements, Fourthand Edition includes: All of the general-purpose model operating agreements you are likely to need to form both single-member and multi-member LLCs, designed for use in all 50 states and accompanied by line-by-line instructions Guidance through the entire, complex maze of legal, tax, and drafting issues An all-new section on protecting clientsand’ assets through LLCs Valuable exhibits, including a master table and various subsidiary tables of the Delaware Limited Liability Company Act provisions relevant to LLC formations Plus! Every clause, form, and complete agreement is on CD-ROMand—to speed the formation process and help save you time. To assist in your LLC formation practice, youand’ll also find a comprehensive survey of the rapidly expanding body of federal and state LLC case lawand—complete with clear summaries of the cases and indexes by both state and subject matter. Newly updated and expanded, Drafting Limited Liability Company Operating Agreements, Fourthand Edition, delivers all the forms, agreements and expert guidance every LLC practitioner should have on hand. and

Now, in looseleaf format and updated twice a year, the Second Edition of Bromberg and Ribstein on Limited Liability Partnerships, the Revised Uniform Partnership Act, and the Uniform Limited Partnership Act gives you today's most complete, insightful analysis of how recent statutory and judicial developments are transforming modern partnership law. The new edition of this fast-action guide to RUPA and the Uniform Limited Partnership Act (2001) also provides coverage of the LLP statutes currently in force in all states and the District of Columbia. Expert authors Bromberg and Ribstein help you master the statutory foundation of partnership law. Coverage includes: Limited Liability Partnerships.The interpretation and application of limited liability provisions continue to be important in light of ongoing bankruptcies and litigation which carry the potential for significant liability of law firms and other professional firms, many of which are organized as limited liability partnerships (LLPs). Revised Uniform Partnership Act.The Revised Uniform Partnership Act (R.U.P.A.), adopted by 39 state jurisdictions, the District of Columbia, and the U.S. Virgin Islands, has become the statutory law of partnership and the basis for case law in the field. Uniform Limited Partnership Act (2001).The revised version of the Uniform Limited Partnership Act (U.L.P.A.) has already been adopted by 21 states and the District of Columbia, and is expected to be adopted by many other states as the successor to the 1985 version of the Revised Uniform Limited Partnership Act (R.U.L.P.A.). This indispensable edition delivers complete analysis of current partnership law. Master the statutory foundation of partnership law with quick reference charts on LLP formation requirements for all 50 states, authoritative, section-by-section analysis of the latest versions of RUPA and ULPA, tables comparing key provisions, an 11-point checklist for reviewing LLP partnership agreements, and more. In nine concise chapters, the esteemed authors explain how to: structure LLPs for maximum liability protection resolve choice of law problems and other litigation issues manage the impact of non-partnership laws, including tax treatment of LLPs This convenient guide puts at your fingertips: comparison of business forms, including a time saving decision tree quick reference charts of LLP formation requirements for all 50 states authoritative, section-by-section analysis of the latest versions of RUPA and ULPA full text of RUPA and ULPA, plus selected state LLC statutes tables comparing key provisions of state LLP statutes, including liability shields and foreign LLP provisions a handy 11-point checklist for reviewing LLP partnership agreements a separate chapter on LLLPs - limited liability limited partnerships application of nonpartnership law to limited liability partnerships, including tax, securities, bankruptcy, and more Put this indispensable edition to work in your practice today!

Dealing with the modern practical issues inherent in setting up, running and dissolving a partnership, this text provides the reader with a definitive statement of the law using modern terminology relevant to current business practice. The emergence of limited liability partnerships is the biggest development in this area in a number of years, and this second edition of the specialist practitioner text covers recent advances in the law.