TABLE OF POSTS BY JOHN CUNNINGHAM TO WEALTHCOUNSEL’S MEMBER LISTSERV AND TO ITS BUSINESS DEVELOPMENT LISTSERV

Current through June 12, 2014

TITLE OF POST / DATE POSTED
1. / Target Capital Accounts / 11/1/13
2. / Protecting LLC Members from Probate / 11/3/13
3. / LLC Deadlocks / 12/17/13
4. / How Can One Keep Track of Important LLC Cases? / 12/18/13
5. / Series LLCs / 1/2/14
6. / Lengthy Article on Series LLCs / 1/2/14
7. / Top Ten “Business Break-up” Cases of 2013 / 1/2/14
8. / The Impact of the Internal Affairs Doctrine on Series LLCs / 1/3/14
9. / Statutory Conversions / 1/6/14
10. / Norton v. K-Sea—A Delaware LP Case Relevant to LLC Practice Nationally / 1/7/14
11. / LLCs and Veil-Piercing / 1/9/14
12. / New Article on Partnership Tax Consequences in Purchase and Sales of Interests in Multi-Member LLCs Taxable as Partnerships / 1/15/14
13. / Non-Compete Agreements in LLC Operating Agreements / 1/24/14
14. / LLC Dissolutions / 1/31/14
15. / Buy-Out Rights of Minority LLC Members / 1/31/14
16. / Written Operating Agreements v. Operating Agreements that are Oral or Implied / 2/3/14
17. / The Need for Well-Drafted Operating Agreements / 2/10/14
18. / The Liability of LLC Managers for Personal Misconduct in Managing LLCs / 2/10/14
19. / Series LLC Question / 2/10/14
20. / Choosing and Using Experts in Appraising the Value of the Memberships of Dissociated LLC Members / 2/19/14
21. / States that Require Written Operating Agreements / 2/19/14
22. / L3Cs / 2/19/14
23. / The “Alter Ego” Theory and LLC Formation Practice / 2/19/14
24. / “Amended and Restated” Operating Agreements / 2/21/14
25. / LLC Conversions / 2/24/14
26. / Waivers of Rights to Seek Judicial Dissolution / 2/28/14
27. / Corporations Should Act Now to Avoid the Franchise Tax / 2/28/14
28. / Taxation of Series LLCs in Texas / 2/28/14
29. / Charging Orders / 3/3/14
30. / Issues of Legal Ethics in Forming LLCs-the Big Picture / 3/4/14
31. / Consent Provisions in the OA of MMLLCs—Conservative v. Moderate v. Aggressive / 3/5/14
32. / First Bank v. S&R Grandview, LLC / 3/7/14
33. / Fiduciary Claims Among the Members of Family LLCs / 3/10/14
34. / Derivative Suits / 3/11/14
35. / Can CPAs Form LLCs? / 3/11/14
36. / Veil-Piercing of LLC in Louisiana / 3/17/14
37. / Unexpected Tax Liabilities Under Buy-Sell Agreements / 3/17/14
38. / Veil-Piercing in Louisiana / 3/17/14
39. / Marc Ward’s Blog Website / 3/18/14
40. / Revision of Alabama LLC Act / 3/20/14
41. / What is an LLC “Manager”? / 3/22/14
42. / The Concept of Oppression / 3/24/14
43. / Employee Torts / 3/25/14
44. / “Quick-Draw” Buy-Out Provisions in LLC Operating Agreements and Shareholder Agreements / 3/31/14
45. / What is a Charging Order? / 4/1/14
46. / Carter Bishop’s State-By-State Tables of Charging Order Statutes and Case Law / 4/2/14
47. / Significant LLC Cases in 2014 / 4/3/14
48. / Blog About Indiana LLC Law and Other Indiana Business Law / 4/3/14
49. / Grants of Stock Options By LLCs / 4/3/14
50. / S Corp Statistics and LLCs / 4/4/14
51. / Advancement and Indemnification Provisions in LLC Operating Agreements / 4/7/14
52. / Avoiding Legalisms in LLC Operating Agreements / 4/8/14
53. / Derivative Suits vs. Direct Suits by LLC Members / 4/11/14
54. / Minnesota Repeals its Old LLC Act and Adopts the Revised Uniform Limited Liability Company Act (“RULLCA”) / 4/15/14
55. / My Critique of RULLCA / 4/16/14
56. / Control of LLC After “Patriarch’s Death / 4/21/14
57. / More About the New Minnesota LLC Act / 4/21/14
58. / Teaching About LLCs in Law Schools / 4/24/14
59. / Louisiana LLCs / 4/26/14
60. / Fiduciary Duties of Non-Managing Member of Multi-Member LLCs / 4/28/14
61. / Delaware Case re Removal of Manager / 5/5/14
62. / NY Case re Insurance Funding of LLC Member Buy-out / 5/5/14
63. / Single Member LLCs / 5/12/14
64. / Delaware LLCs / 5/19/14
65. / Negotiating Terms in Operating Agreements to Prevent Minority Oppression / 5/19/14
66. / New Law Journal on Series LLCs / 5/19/14
67. / New Book About Fiduciary Duties / 5/19/14
68. / Drafting to Address the Death of the Members of Single-Member LLCs / 5/20/14
69. / Preparing for War in Your LLC Operating Agreement / 5/22/14
70. / New Chief Justice Publishes His Latest Law Review Article / 5/27/14
71. / Excellent New Article About Fifth Circuit Failure to Address Important Questions About Delaware Series LLCs / 5/28/14
72. / Partnership Taxation / 5/28/14
73. / Law Journal Article About Key Issue Under NJ RULLCA / 5/28/14
74. / Choice of Entity and Social Security Taxes / 6/1/14
75. / Compilation of LLC Bankruptcy Cases / 6/1/14
76. / LLC Practice / 6/12/14
77. / Fiduciary Discretion / 6/12/14
78. / Florida Case / 6/23/14
79. / Family Dynamics and the Estate Planning Factor in Drafting Shareholder Agreements (and by Implication, LLC Operating Agreements) / 6/23/14
80. / The Meaning of Limited Liability / 6/23/14
81. / Implied Covenant in El Paso Case / 6/23/14
82. / Veil-Piercing / 7/1/14
83. / LLC Memberships as Securities / 7/1/14
84. / Manager's Authority to Bind the LLC / 7/1/14
85. / Single-Member LLC Forms in Latest Issue of ABA Business Lawyer / 7/8/14
86. / To Whom Do the Members of Member-Managed and Manager-Managed LLCs Owe Fiduciary Duties? / 7/8/14
87. / Domestication / 7/10/14