Course1

LIVE REPLAY: Baskets and Escrow in Business Transactions

$65.00

Identifying and hedging the risk of the unknown is one of the biggest risks in business documentation.  If unknown liabilities arise – or known liabilities are greater than anticipated –parties want recourse to address the economic loss.  “Caps” and “baskets” are used to address this problem.  Caps are the the total amount for which one party may be liable to the other party post-closing. “Baskets” are the amount of loss one party must incur, if any, before seeking recourse to the other party. The variations and interplay between caps and baskets can be highly complex. This program will provide you with a practical guide to the uses, types, and drafting traps of caps and baskets in business transactions. Types of “baskets” – “tipping baskets” v. “true deductibles” v. hybrids Negotiating “caps” – aggregates limits, specific carve-outs for fraud and other bad acts Intricate relationship between baskets and caps Drafting to reduce risk of dispute and enhance collectability of claims Use of escrow to ensure payment of indemnification claims   Speaker: Steven O. Weise is a partner in the Los Angeles office Proskauer Rose, LLP, where his practice encompasses all areas of commercial law. He has extensive experience in financings, particularly those secured by personal property.He also handles matters involving real property anti-deficiency laws, workouts, guarantees, sales of goods, letters of credit, commercial paper and checks, and investment securities.Mr. Weise formerly served as chair of the ABA Business Law Section. He has also served as a member of the Permanent Editorial Board of the UCC and as an Advisor to the UCC Code Article 9 Drafting Committee.Mr. Weise received his B.A. from Yale University and his J.D. from the University of California, Berkeley, Boalt Hall School of Law.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 9/8/2020
    Presented
SEE MORE
Course1

LIVE REPLAY: Selection and Preparation of Expert Witnesses in Litigation

$65.00

Experts play a vitally important role in civil litigation, whether they act as consulting experts or also as testifying experts.  The complexity of modern litigation has substantially increased the pressure on attorneys to carefully evaluate the suitability of experts for a particular case and prepare them for testimony. Approaching, evaluating and preparing witnesses, however, is as much an art as science or database search.  Furthermore, once an expert is selected, there are substantial risks surrounding discovery and preserving the attorney-client privilege.  This program will provide you with a practical guide to selecting and preparing experts in civil litigation. How to find the right expert witness and common traps Evaluating the suitability of experts for your case Consulting v. testifying experts Approaching and retaining experts Preparing witnesses for testimony in a specific case Practical tips on the best/worst uses of particular types of expertise in litigation Discovery issues and preserving the attorney-client privilege   Speaker: Shannon M. Bell is a member with Kelly & Walker, LLC, where she litigates a wide variety of complex business disputes, construction disputes, fiduciary claims, employment issues, and landlord/tenant issues.  Her construction experience extends from contract negotiations to defense of construction claims of owners, HOAs, contractors and tradesmen.  She also represents clients in claims of shareholder and officer liability, piercing the corporate veil, and derivative actions.  She writes and speaks on commercial litigation, employment, discovery and bankruptcy topics.  Ms. Bell earned her B.S. from the University of Iowa and her J.D. from the University of Denver.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 9/11/2020
    Presented
SEE MORE
Course1

LIVE REPLAY: Ethics and Digital Communications

$65.00

Lawyer use of technology, in both their professional and personal lives, is inescapable, and frequently those two worlds blend and give rise to substantial ethical issues.  Lawyer talk to, email, text and otherwise communicate with clients using smartphones and tablets.  Frequently these and laptops are connected to public or at best semi-secure networks, despite the fact they are used to carry sensitive and often confidential information.  The ease of technology obscures its complexity – a complexity lawyers are required, as duty of competence, to understand before they use it.  This program will provide you with a roadmap through the maze of ethical issues that occur when lawyers use technology in their lives and practices. Blurry line between using technology – smartphones, tablets, laptops – for personal purposes v. law practice WiFi and the “Cloud” – ensuring client communications & files are secure Text messaging – the duty to retain certain client communications Law firm web sites and blogs and the limits of online business development Social media – obtaining information on clients, adversaries, jurors and others   Speaker: Thomas E. Spahn

  • Audio Webcast
    Format
  • 60
    Minutes
  • 9/14/2020
    Presented
SEE MORE
Course1

LIVE REPLAY: The Ethics of Bad Facts and Bad Law

$65.00

Every representation involves “bad” facts and/or “bad” law – facts and law that run counter to a client’s objectives.  Ethical tensions and issues arise when a lawyer has todisclose bad facts or law to a court or administrative panel, or even to an adversary. At what point does the lawyer’s duty as a member of the bar and officer of the court require disclosure even when it is adverse to a client’s interest whom the lawyer must zealously represent?  What are the limits to how a lawyer may represent an adverse fact or adverse law, even unpublished law, to an adversary?  Answering these difficulty questions may not only impact the outcome of a representation but potentially expose ethical sanction.  This program will provide you with a practical guide to the ethical issues surrounding bad facts and bad law in client representations. Lawyer ethical duties to disclose bad facts and bad law Ethical issues surrounding the representation of adverse facts to tribunals and adversaries Duties to disclose adverse legal precedent to courts and administrative panels When is a lawyer required to disclose bad fact or law versus when they may disclose? Timing issues – at what stage should adverse facts and law be disclosed? Related issues of confidentiality and the attorney-client privilege Ex parte communications with the courts – what’s ethically permissible, what’s not?   Speakers: Thomas E. Spahn is a partner in the McLean, Virginia office of McGuireWoods, LLP, where he has a substantial practice advising clients on properly creating and preserving the attorney-client privilege and work product protections.For more than 30 years he has lectured extensively on legal ethics and professionalism and has written “The Attorney-Client Privilege and the Work Product Doctrine: A Practitioner’s Guide,” a 750 page treatise published by the Virginia Law Foundation.Mr. Spahn has served as a member of the ABA Standing Committee on Ethics and Professional Responsibility and as a member of the Virginia State Bar's Legal Ethics Committee.He received his B.A., magna cum laude, from Yale University and his J.D. from Yale Law School.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 9/30/2020
    Presented
SEE MORE
Course1

LIVE REPLAY: Subtenants in Commercial Leasing: How to Protect Your Client

$65.00

Subleases are by their very nature filled with substantial risk.  A sub-tenant agrees to take space – office, retail, or industrial – from a sub-landlord, pay the sub-landlord rent, and perform certain services. But without between the sub-tenant and the senior landlord, the sub-tenant has no rights to assert against the senior landlord even though the sub-tenant’s use of the space may depend on the actions of the senior landlord.  This sub-tenant is also at substantial risk of losing the space if either the senior or sub-landlord goes bankrupt. The relationship of these parties is highly complex. This program will provide you with a practical guide protecting subtenants in leasing. Counseling sub-tenant clients about the range of risks in subleases How to read master leases to spot red flags for tenants Types of subleases – what works for bigger/smaller clients and spaces? Identifying master lease’s control of subleasing and sublease terms Master lease money provisions, use restrictions, attornment provisions, and termination Determining whether sublease risks outweigh the benefits   Speaker: Anthony Licata is a partner in the Chicago office of Taft Stettinius & Hollister LLP, where he formerly chaired the firm’s real estate practice.  He has an extensive practice focusing on major commercial real estate transactions, including finance, development, leasing, and land use.  He formerly served as an adjunct professor at the Kellogg Graduate School of Management at Northwestern University and at the Illinois Institute of Technology.  Mr. Licata received his B.S., summa cum laude, from MacMurray College and his J.D., cum laude, from Harvard Law School.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 10/5/2020
    Presented
SEE MORE
Course1

LIVE REPLAY: Governance for Nonprofit and Exempt Organizations

$65.00

  Non-profit and tax exempt organizations of every size are complex organizations.  Boards of directors need to recruit and retain talented management, supervise the investment of endowments in often volatile markets, engage profit-making corporations in joint ventures, and ensure the integrity of systems and policies in environment of increased governmental and public scrutiny.  Effective governance of these organizations is essential to advancing the non-profit’s mission.  When governance fails, the organization itself and its directors are exposed to potential liability. This program will provide you with a practical guide to major governance issues for non-profits, including major management issues.  Current IRS and attorneys general investigation and enforcement priorities Essential provisions of non-profit management agreements Best practices for determining executive compensation Fiduciary duties, potential liability, and indemnification of nonprofit directors and officers Compliance issues, including Form 990   Speaker: Michael Lehmann is a partner in the New York office of Dechert, LLP, where he specializes in tax issues related to non-profits and in the tax treatment of cross-border transactions.  He advises hospitals and other health care providers, research organizations, low-income housing developers, trade associations, private foundations and arts organizations.  He advises clients on obtaining and maintaining tax-exempt status, executive compensation, reorganizations and joint ventures, acquisitions, and unrelated business income planning.  Mr. Lehmann received his A.B., magna cum laude, from Brown University, his J.D. from Columbia Law School, and his LL.M. from New York University School of Law.    

  • Audio Webcast
    Format
  • 60
    Minutes
  • 10/19/2020
    Presented
SEE MORE
Course1

LIVE REPLAY: Lawyer Ethics and Disputes with Clients

$65.00

Ethical tensions are perhaps never as great as when a lawyer is in dispute with a client. The dispute may arise over fees, communication, perceived conflicts of interest, or something else.  In these and other circumstances, the lawyer’s duties of loyalty, zealous representation and confidentiality are all brought into direct conflict with the lawyer’s interest in self-defense. In these extremely delicate circumstances, the lawyer must determine what information may disclosed in his or her self-defense, its impact on the attorney-client privilege, and what steps he or she can take to de-escalate the conflict.  This program will provide you with a real-world guide to the ethical issues for a lawyer when he or she is in conflict with a client. Disputes involving lawyers’ fees, communications, unfavorable result of representation, conflicts of interest, malpractice claims Confidentiality and self-defense – what disclosure of confidences is permissible?   Waivers and engagement letters to prevent dispute – or mitigate their damage Permissible and mandatory withdrawals from a representation Special attorney-client privilege issues in these disputes   Speakers: Thomas E. Spahn is a partner in the McLean, Virginia office of McGuireWoods, LLP, where he has a substantial practice advising clients on properly creating and preserving the attorney-client privilege and work product protections.  For more than 30 years he has lectured extensively on legal ethics and professionalism and has written “The Attorney-Client Privilege and the Work Product Doctrine: A Practitioner’s Guide,” a 750 page treatise published by the Virginia Law Foundation.  Mr. Spahn has served as a member of the ABA Standing Committee on Ethics and Professional Responsibility and as a member of the Virginia State Bar's Legal Ethics Committee.  He received his B.A., magna cum laude, from Yale University and his J.D. from Yale Law School. Elizabeth Treubert Simon is an ethics attorney in the Washington, D.C. office of Akin Gump Strauss Hauer & Feld LLP, where she advises on a wide range of ethics and compliance-related matters to support Akin Gump’s offices worldwide.  Previously, her practice focused on business and commercial litigation and providing counsel to clients regarding professional ethics and attorney disciplinary procedures.  She is a member of the New York State Bar Association Committee on Professional Discipline and the District of Columbia Rules of Professional Conduct Rules Review Committee.  She is the immediate past chair of the District of Columbia Legal Ethics Committee.  She writes and speaks extensively on attorney ethics issues.   She received her B.A. and M.S. from the University of Pennsylvania and her J.D. from Albany Law School.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 9/11/2020
    Presented
SEE MORE
Course1

LIVE REPLAY: 2020 Family and Medical Leave Update

$65.00

This program will provide you with a practical guide to developments under the Family and Medical Leave Act and review trends in employee leave generally. The program will cover significant case law and regulatory developments, as well as the practical trends in dispute and litigation impacting your employer clients. The program will cover the impact of technology, contract employees, and other changes in the workforce, and discuss their impact on traditional leave law.  This program will provide you with a real-world guide to significant legal and practical developments under FMLA and employee leave generally. Case law and regulatory developments under the FMLA Developments related to “appropriate notice” Serious health condition requiring leave and practical application Remote and work-from-home workers and leave under the FMLA Responding to leave requests based on substance abuse Emerging cannabis issues   Speaker: Patrick F. Martin is a partner in the Miami office of Greenburg Traurig, LLP, where he has a national employment law practice. He represents employers of all sizes before state and federal courts, as well as administrative agencies such as the Department of Labor, the Equal Employment Opportunity Commission and the Florida Commission on Human Relations. He regularly litigates cases involving wrongful termination, employment discrimination, workplace harassment, public accommodation, wage and hour matters, and employee disability and leave issues. He also advises employers on preventive strategies to minimize potential litigation and assists in the development of policies to promote constructive employee relations. Mr. Martin earned his B.A. from the University of Virginia and his J.D. from Florida State University College of Law.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 10/1/2020
    Presented
SEE MORE
Course1

Percentage Rent Leases in Commercial Real Estate

$65.00

To Be Determined

  • Audio Webcast
    Format
  • 60
    Minutes
  • 12/8/2020
    Presented
SEE MORE
Course1

Secured Transactions Practice: Security Agreements to Foreclosures, Part 2

$65.00

To Be Determined

  • Audio Webcast
    Format
  • 60
    Minutes
  • 11/24/2020
    Presented
SEE MORE
Course1

Secured Transactions Practice: Security Agreements to Foreclosures, Part 1

$65.00

To Be Determined

  • Audio Webcast
    Format
  • 60
    Minutes
  • 11/23/2020
    Presented
SEE MORE
Course1

Construction Contracts: Drafting Issues, Spotting Red Flags and Allocating Risk, Part 2

$65.00

To Be Determined

  • Audio Webcast
    Format
  • 60
    Minutes
  • 10/28/2020
    Presented
SEE MORE
Course1

Construction Contracts: Drafting Issues, Spotting Red Flags and Allocating Risk, Part 1

$65.00

To Be Determined

  • Audio Webcast
    Format
  • 60
    Minutes
  • 10/27/2020
    Presented
SEE MORE
Course1

Joint Ventures in Real Estate, Part 2

$65.00

To Be Determined

  • Audio Webcast
    Format
  • 60
    Minutes
  • 10/14/2020
    Presented
SEE MORE
Course1

Joint Ventures in Real Estate, Part 1

$65.00

To Be Determined

  • Audio Webcast
    Format
  • 60
    Minutes
  • 10/13/2020
    Presented
SEE MORE
Course1

The Ins-and-Out of Licensing Technology, Part 2

$65.00

To Be Determined

  • Audio Webcast
    Format
  • 60
    Minutes
  • 10/7/2020
    Presented
SEE MORE
Course1

The Ins-and-Out of Licensing Technology, Part 1

$65.00

To Be Determined

  • Audio Webcast
    Format
  • 60
    Minutes
  • 10/6/2020
    Presented
SEE MORE
Course1

Parking: Special Issues in Commercial Leases

$65.00

To Be Determined

  • Audio Webcast
    Format
  • 60
    Minutes
  • 9/22/2020
    Presented
SEE MORE
Course1

LIVE REPLAY: Raising Capital: Private Placements Agreements for Closely Held Companies, Part 2

$65.00

Private placement of equity and debt is essential to financing the growth and development of businesses of every size.  Whenever a client issue stock or other ownership interests in a C Corp S Corp or LLC they are subject to a complex network of federal and state securities regulations.  This program will provide you with a practical guide to the fundamentals of private placements including the types of private placements the dollar amount and investor limitations on each type of private placement under securities law drafting the relevant documents and practical tips on accessing the capital market and for successful placements.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 9/4/2020
    Presented
SEE MORE
Course1

LIVE REPLAY: Raising Capital: Private Placements Agreements for Closely Held Companies, Part 1

$65.00

Private placement of equity and debt is essential to financing the growth and development of businesses of every size.  Whenever a client issue stock or other ownership interests in a C Corp S Corp or LLC they are subject to a complex network of federal and state securities regulations.  This program will provide you with a practical guide to the fundamentals of private placements including the types of private placements the dollar amount and investor limitations on each type of private placement under securities law drafting the relevant documents and practical tips on accessing the capital market and for successful placements.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 9/3/2020
    Presented
SEE MORE
Course1

LIVE REPLAY: Defending Estate and Gift Tax Audits

$65.00

The IRS reviews every estate and gift tax return and audits them returns at a far higher rates than income tax returns.  When a client return is chosen for examination and audit, an estate is subject to a very time-consuming and costly process.  Understanding the steps in the process, the personnel involved, and the limits of what you can reasonably expect as part of a settlement are all essential to successfully concluding an audit. It’s also very important to understand how returns are selected for exam.  This program will provide you with a practical guide preparing for and defending and audit and tips for reducing the risk of triggering an audit. Timeline, process, personnel and deadlines – understanding how an audit unfolds Common audit triggers and how returns are selected for examination Review of common issues on audit – FLP/FLLCs, defined value clauses, insurance policies and lifetime gifts Drafting responses and working with IRS personnel Determining the range of reasonable settlement proposals Important attorney-client privilege, statute of limitation, and evidentiary considerations   Speaker: Brian R. Harris is a partner in the Tampa, Florida office of Akerman, LLP, where he represents clients in federal, state, and local tax controversy and litigation throughout the United States. He also represents clients before the IRS, state departments of revenue, and municipalities.  Earlier in his career, he was a trial attorney with the U.S. Department of Justice, Tax Division, and lead attorney for the United States and IRS in federal courts across the country. Mr. Harris received his B.S. and M.S. from the University of Florida and his J.D. from the University of Florida College of Law.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 11/25/2020
    Presented
SEE MORE
Course1

LIVE REPLAY: Due Diligence in Commercial Real Estate Transactions

$65.00

This program will provide you with a practical guide to due diligence in real estate transactions – what information you need, where to get it, and the timeframes involved.  The program will also cover the relationship between the duration and depth of due diligence depending on the state of themarket– i.e., how “hot” markets involve more risk because sellers or othersare reluctant to give lengthy diligence periods. The program will also discuss using information obtained in diligence to draft specific reps and warranties. This program will provide you with a practical guide to planning due diligence in real estate transaction and how that information is used. Planning diligence – what information you need, where to get it, and timeframes Relationship between diligence and market conditions – willingness of sellers to cooperate or not Using diligence – tying information obtained to specific reps and warranties Review of leases, rent rolls, and financial statements Service contracts, condominium HOAs, and other contracts Title work – liens and other encumbrances   Speaker: John S. Hollyfield is of counsel and a former partner in the Houston office Norton Rose Fulbright, LLP.He has more than 40 years’ experience in real estate law practice.He formerly served as chair of the ABA Real Property, Probate and Trust Law Section, president of the American College of Real Estate Lawyers, and chair of the Anglo-American Real Property Institute.He has been named a "Texas Super Lawyer" in Real Estate Law by Texas Monthly magazine and is listed in Who’s Who in American Law.He is co-editor of Modern Banking and Lending Forms (4th Edition), published by Warren, Gorham & Lamont.He received his B.B.A. from the University of Texas and his LL.B. from the University of Texas School of Law.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 11/27/2020
    Presented
SEE MORE
Course1

LIVE REPLAY: Ethics for Business Lawyers

$65.00

Lawyers advising businesses on transactions or negotiating on their behalf often confront a range of important ethical questions.  The biggest is, who is your client?  Often a company’s owners or managers will not understand the distinction between representing them and representing the company? There are also issues of identifying and clearing conflicts among clients when they are negotiating transaction.  And what can a lawyer say or do when negotiating for a client? Also, lawyers are sometimes confronted with issues about what to do when clients are dishonest.  This program will provide you with a real world guide to ethical issues when representing clients in business transactions.  Ethical issues in business and corporate practice Identifying your client in a variety of transactional contexts – the company v. its managers? Conflicts of interest in representing both sides of a transaction Ethical issues in transactional negotiations and communications with represented parties Representing clients you know to be dishonest and reporting wrong-doing “up and out”   Speakers: Thomas E. Spahn is a partner in the McLean, Virginia office of McGuireWoods, LLP, where he has a substantial practice advising clients on properly creating and preserving the attorney-client privilege and work product protections.  For more than 30 years he has lectured extensively on legal ethics and professionalism and has written “The Attorney-Client Privilege and the Work Product Doctrine: A Practitioner’s Guide,” a 750 page treatise published by the Virginia Law Foundation.  Mr. Spahn has served as a member of the ABA Standing Committee on Ethics and Professional Responsibility and as a member of the Virginia State Bar's Legal Ethics Committee.  He received his B.A., magna cum laude, from Yale University and his J.D. from Yale Law School. William Freivogel is the principal of Freivogel Ethics Consulting and is an independent consultant to law firms on ethics and risk management.  He was a trial lawyer for 22 years and has practiced in the areas of legal ethics and lawyer malpractice for more than 25 years.  He is chair of the Editorial Board of the ABA/BNA Lawyers’ Manual on Professional Conduct. He maintains the Web site “Freivogel on Conflicts” at www.freivogelonconflicts.com<http://www.freivogelonconflicts.com/> .Mr. Freivogel is a graduate of the University of Illinois (Champaign), where he received his B.S. and LL.B.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 11/30/2020
    Presented
SEE MORE
Course1

Business Divorce, Part 1

$65.00

  Business divorce can be as complicated, costly and dramatic as traditional divorce. When owners of a closely-held company decide they cannot or will not work together anymore, there are several alternatives for achieving the separation – a division of assets among the owners, a buyout of one owner or several owners by a third party or by the company itself, or a complete or partial sale of the company.  But these and other transactional forms come with risk – the risk that dividing the assets of an operating business will cause substantial destruction of value to the company or that strife will take its toll on operations and employees.  This program will provide you with a practical guide to the alternatives for achieving a business divorce, planning the process, containing the risk and preserving value. Day 1: Overview of techniques to accomplish a divorce – buy-sell arrangements, redemptions, compensation, employment separation and retirement plan techniques Special considerations when the divorce involves LLCs, S Corps or partnerships Valuation methods and disputes in a business divorce Techniques for financing a buyout as part of a business divorce Minimizing adverse tax consequences in a business divorce   Day 2: Compensation and retirement plan-based techniques for accomplishing a business divorce Special issues when a business divorce involves a distressed business Role of confidentiality, non-competition, and non-solicitation agreements as part of the divorce Important intellectual property issues, including customer lists, goodwill and trade secrets Preservation of valuable tax attributes   Speakers:    

  • Audio Webcast
    Format
  • 60
    Minutes
  • 12/1/2020
    Presented
SEE MORE
Course1

Business Divorce, Part 2

$65.00

Business divorce can be as complicated, costly and dramatic as traditional divorce. When owners of a closely-held company decide they cannot or will not work together anymore, there are several alternatives for achieving the separation – a division of assets among the owners, a buyout of one owner or several owners by a third party or by the company itself, or a complete or partial sale of the company.  But these and other transactional forms come with risk – the risk that dividing the assets of an operating business will cause substantial destruction of value to the company or that strife will take its toll on operations and employees.  This program will provide you with a practical guide to the alternatives for achieving a business divorce, planning the process, containing the risk and preserving value. Day 1: Overview of techniques to accomplish a divorce – buy-sell arrangements, redemptions, compensation, employment separation and retirement plan techniques Special considerations when the divorce involves LLCs, S Corps or partnerships Valuation methods and disputes in a business divorce Techniques for financing a buyout as part of a business divorce Minimizing adverse tax consequences in a business divorce   Day 2: Compensation and retirement plan-based techniques for accomplishing a business divorce Special issues when a business divorce involves a distressed business Role of confidentiality, non-competition, and non-solicitation agreements as part of the divorce Important intellectual property issues, including customer lists, goodwill and trade secrets Preservation of valuable tax attributes   Speakers:

  • Audio Webcast
    Format
  • 60
    Minutes
  • 12/2/2020
    Presented
SEE MORE
Course1

LIVE REPLAY: Trust and Estate Planning for Family Businesses, Part 1

$65.00

  Most successful businesses are owned by one or more families.  Because they are family owned, these companies create many special planning challenges.  Ownership and control do not shift among non-owner managers or anonymous shareholders. Rather, succession in ownership and management is a momentous and often highly emotional process for members of the family.  Frequently, these transitions are caused by the retirement or death of members of a family member.  And these transitions, if not carefully planned and delicately handled, can be ruinous, damaging the family and their company.  This program will provide you a practical framework of trust and estate planning and succession planning for family businesses.  Day 1: Framework of trust and estate planning tools and techniques for family businesses Valuation issues for financial and tax purposes Buy-sell planning with family members or key employees Selling to third parties where intra-family succession is not possible Planning for the incapacity of the founding generation Role of outside managers to overcome family drama related to control   Day 2: Counseling clients on how to avoid family drama on succession Life insurance trust planning – or as a compensating asset to certain heirs Structuring private annuities to transfer a business and provide income to founders Self-cancelling installments notes and intentionally defective irrevocable trusts Use of GRATS and “redemptive freezes”   Speaker: Daniel L. Daniels is a partner in the Greenwich, Connecticut office of Wiggin and Dana, LLP, where his practice focuses on representing business owners, corporate executives and other wealthy individuals and their families.  A Fellow of the American College of Trust and Estate Counsel, he is listed in “The Best Lawyers in America,” and has been named by “Worth” magazine as one of the Top 100 Lawyers in the United States representing affluent individuals. Mr. Daniels is co-author of a monthly column in “Trusts and Estates” magazine.  Mr. Daniels received his A.B., summa cum laude, from Dartmouth College and received his J.D., with honors, from Harvard Law School.  

  • Audio Webcast
    Format
  • 60
    Minutes
  • 12/3/2020
    Presented
SEE MORE
Course1

LIVE REPLAY: Trust and Estate Planning for Family Businesses, Part 2

$65.00

Most successful businesses are owned by one or more families.  Because they are family owned, these companies create many special planning challenges.  Ownership and control do not shift among non-owner managers or anonymous shareholders. Rather, succession in ownership and management is a momentous and often highly emotional process for members of the family.  Frequently, these transitions are caused by the retirement or death of members of a family member.  And these transitions, if not carefully planned and delicately handled, can be ruinous, damaging the family and their company.  This program will provide you a practical framework of trust and estate planning and succession planning for family businesses.  Day 1: Framework of trust and estate planning tools and techniques for family businesses Valuation issues for financial and tax purposes Buy-sell planning with family members or key employees Selling to third parties where intra-family succession is not possible Planning for the incapacity of the founding generation Role of outside managers to overcome family drama related to control   Day 2: Counseling clients on how to avoid family drama on succession Life insurance trust planning – or as a compensating asset to certain heirs Structuring private annuities to transfer a business and provide income to founders Self-cancelling installments notes and intentionally defective irrevocable trusts Use of GRATS and “redemptive freezes”   Speakers:

  • Audio Webcast
    Format
  • 60
    Minutes
  • 12/4/2020
    Presented
SEE MORE
Course1

LIVE REPLAY: Text Messages & Litigation: Discovery and Evidentiary Issues

$65.00

Text messaging is main stream. Clients generate virtual reams of data when they message with business partners, vendors, employees, and even public. This is a rich vein of electronically stored information that is potentially discoverable in formal litigation or pre-litigation.  Because texting is so convenient, casual and almost reflexive, the caution clients exercise in other forms of communication are often disregarded when texting, including when they text with their lawyers. This program will provide you with a practical guide to obtaining text messages, the risks of discovery in litigation, and related issues. Obtaining text messages – working with mobile carriers Timing – how long are texts kept and in what form? Discovery issues – obtaining texts from parties or other sources Issues related to encrypted messaging services How strategies differ for plaintiffs and defendants   Speaker: Stanley E. Woodward Jr. is a partner in the law firm Brand Woodward Law, where he has a broad civil litigation and white-collar criminal defense practice.  He also conducts internal corporate investigations.  He serves as an adjunct professor of law at Catholic University of America Columbus School of Law, where he teaches pre-trial litigation and employment law. Before entering private practice, he served as a judicial clerk to Judge Vanessa Ruiz of the District of Columbia Court of Appeals, and Judges Joan Zeldon and Judge Rufus King III of the Superior Court of the District of Columbia.  Mr. Woodward earned his B.A., cum laude, and his M.S., magna cum laude, from American University, and his J.D., cum laude, from The Catholic University of America Columbus School of Law.

  • Audio Webcast
    Format
  • 60
    Minutes
  • 12/7/2020
    Presented
SEE MORE
Course1

Planning with Single Member LLCs, Part 1

$65.00

Single Member LLCs are among the most flexible vehicles in business and real estate transactions.  Creatures of state law, they are “nothing” for federal income tax purposes.  They can be used to minimize tax and liability with maximum organizational flexibility. They may be used in conjunction with S Corps and general partnerships in business and real estate transactions. But there are also substantial limits and traps.  Among the traps is that their limited liability can be pierced more easily through equitable doctrines to personal liability. There are also many potential tax traps.  This program will provide you with a real-world guide to organizing and using Single Member LLCs in transactions. Day 1: Classification of LLCs for income tax purposes – what does “nothing” mean? Formation and organizational issues – how they differ from multi-member LLCs Relationship to S Corps – as owners, as subsidiaries, as Single Member LLCs themselves Single Member LLCs as charities or as property of charities – and gifting issues Merger and acquisition issues involving Single Member LLCs Series LLCs as an alternative to commonly owned Single Member LLCs   Day 2: Changes in tax classification of Single Member LLCs Single Member LLCs and general partnerships – which may own which? Piercing the veil of a Single Member LLC Compensation issues and traps Use of charging orders against Single Member LLC distributions Use of SMLCCs in real estate transactions, including Like-Kind Exchanges State tax and excise tax overview   Speakers:

  • Audio Webcast
    Format
  • 60
    Minutes
  • 9/9/2020
    Presented
SEE MORE
Course1

Planning with Single Member LLCs, Part 2

$65.00

Single Member LLCs are among the most flexible vehicles in business and real estate transactions.  Creatures of state law, they are “nothing” for federal income tax purposes.  They can be used to minimize tax and liability with maximum organizational flexibility. They may be used in conjunction with S Corps and general partnerships in business and real estate transactions. But there are also substantial limits and traps.  Among the traps is that their limited liability can be pierced more easily through equitable doctrines to personal liability. There are also many potential tax traps.  This program will provide you with a real-world guide to organizing and using Single Member LLCs in transactions. Day 1: Classification of LLCs for income tax purposes – what does “nothing” mean? Formation and organizational issues – how they differ from multi-member LLCs Relationship to S Corps – as owners, as subsidiaries, as Single Member LLCs themselves Single Member LLCs as charities or as property of charities – and gifting issues Merger and acquisition issues involving Single Member LLCs Series LLCs as an alternative to commonly owned Single Member LLCs   Day 2: Changes in tax classification of Single Member LLCs Single Member LLCs and general partnerships – which may own which? Piercing the veil of a Single Member LLC Compensation issues and traps Use of charging orders against Single Member LLC distributions Use of SMLCCs in real estate transactions, including Like-Kind Exchanges State tax and excise tax overview   Speakers:

  • Audio Webcast
    Format
  • 60
    Minutes
  • 9/10/2020
    Presented
SEE MORE