Drafting Delaware Limited Liability Company Agreements

Drafting Delaware Limited Liability Company Agreements

Author: John M. Cunningham

Publisher: Wolters Kluwer

Published: 2009-01-01

Total Pages: 1050

ISBN-13: 0735582688

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Drafting Delaware LLC Agreements: Forms and Practice Manual provides a comprehensive and sophisticated analysis of the Delaware Limited Liability Company Act from an entity formation viewpoint and sets forth extensive practical guidelines for lawyers planning, negotiating and drafting Delaware LLC agreements. Among other features: The book exhaustively identifies the definitional, mandatory, default and permissive provisions critical in forming Delaware LLCs, and it addresses in detail the more important of these provisions. It contains detailed criteria and practical examples for use in choosing among Delaware LLCs and other types of Delaware entities, including limited partnerships and corporations, In business entity formations (“non-tax choice of entity”). To the authors’ knowledge, it provides the most complete analysis of the series LLC provisions of the Delaware Act currently available in LLC literature. It provides in digital form model LLC agreements that address all of the various ownership structures, management structures and tax structures that Delaware LLC formation clients may need—a total of nine agreements for single-member LLC s and 33 for multi-member LLCs. Finally, The book contains plain-English explanations for lawyers who are not tax specialists concerning all principal federal and state tax issues likely to be important to Delaware entity formation clients. A CD containing customizable agreements, For ease of use, along with the full text of the Delaware Limited Liability Company Act is included with your purchase! SPECIAL OFFER… Get the latest monthly edition of Drafting Delaware LLC Agreements: Forms and Practice Manual E-Newsletter. Download your FREE E-Newsletter NOW ! The co-authors of the book and E-Newsletter are John M. Cunningham, The author of Drafting Limited Liability Company Operating Agreements (Aspen Publishers), The leading generic (i.e., non-state specific) LLC form book and practice manual; and Vernon R. Proctor, a partner and co-founder of Proctor Heyman LLP, a Wilmington, Delaware business litigation law firm. Mr. Proctor is a member of the Delaware State Bar Association committee that annually updates the Delaware LLC Act And The other Delaware “alternative entity” statutes .


Model Rules of Professional Conduct

Model Rules of Professional Conduct

Author: American Bar Association. House of Delegates

Publisher: American Bar Association

Published: 2007

Total Pages: 216

ISBN-13: 9781590318737

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The Model Rules of Professional Conduct provides an up-to-date resource for information on legal ethics. Federal, state and local courts in all jurisdictions look to the Rules for guidance in solving lawyer malpractice cases, disciplinary actions, disqualification issues, sanctions questions and much more. In this volume, black-letter Rules of Professional Conduct are followed by numbered Comments that explain each Rule's purpose and provide suggestions for its practical application. The Rules will help you identify proper conduct in a variety of given situations, review those instances where discretionary action is possible, and define the nature of the relationship between you and your clients, colleagues and the courts.


Civil RICO Practice Manual

Civil RICO Practice Manual

Author: Paul A. Batista

Publisher: Wolters Kluwer

Published: 2007-01-01

Total Pages: 1513

ISBN-13: 0735567824

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Civil RICO Practice Manual, Third Edition, serves as the single, most comprehensive resource to which attorneys for plaintiffs and defendants, judges, professors and students turn for information encompassing the full array of issues relating to RICO. An analytic and practical resource of high value to any attorney practicing in this area, Civil RICO Practice Manual provides comprehensive coverage of the Act and its various judicial interpretations, while at the same time taking the litigator through all aspects of RICO-based litigationand—from the complaint, through trial and appeal. This unique resource also supplies the forms and models you need to practice confidentlyand—and efficientlyand—every step of the way. Only Civil RICO Practice Manual: Helps you determine whether there is a successful RICO claim Provides model complaints and other forms you need to prosecute or defend a claim Keeps you completely current with the latest applications or bases for civil RICO claims including copyright infringement Delivers the latest case law and analysis on RICO, including U.S. Supreme Court cases Facilitates your understanding of special issues unique to civil RICO, including the Person/Enterprise standard, which holds persons employed by the enterprise responsible for damages caused by prohibited RICO activities This new Third Edition of Civil RICO Practice Manual adds an important dimension: a meaningful discussion of the criminal uses and scope of RICO. The language of the RICO statute applies equally to civil cases and criminal indictments. As a result, U.S. Supreme Court and appellate decisions rendered in criminal RICO cases almost invariably have meaning for civil racketeering litigation. Civil RICO Practice Manual, Third Edition provides civil practitioners the insight you need regarding the criminal elements of a RICO claim. This powerful resource offers: An entire new chapter on criminal RICO claims A new Model criminal RICO indictment, providing an ideal benchmark for a plaintiff who must structure, prepare and present a civil racketeering complaint And more!