John Cunningham's In-House & Public Seminars

JOHN CUNNINGHAM'S IN-HOUSE AND PUBLIC SEMINARS ON LIMITED LIABILITY COMPANY LAW, TAX AND PRACTICE AND ON BUSINESS ENTITY RESTRUCTURING

Introduction. John Cunningham teaches intensive half-day and one-day private seminars on LLC law, tax and practice and on business entity restructuring to accounting and legal firms and other professional and business groups nationwide. He also teaches public seminars on these topics to bar associations, CPA societies and business groups.

For more information about these seminars, please contact Mr. Cunningham by telephone at (603) 228-0125 or by e-mail at lawjmc@comcast.net.

Seminar Sponsors. Law firms sponsoring Mr. Cunningham's seminars have included Skadden Arps Meagher & Flom, LLP; King & Spalding, LLP; Pepper Hamilton, LLP; and Wilson, Sonsini, Goodrich & Rosati, P.C. Mr. Cunningham has also taught for the New Hampshire Bar Association, the Oklahoma Bar Association, the New Hampshire Society of Certified Public Accountants, and the New England Federal Tax Institute.

Seminars on Business Entity Restructuring. For information about the topics addressed in Mr. Cunningham's seminars on business entity restructuring, please click here for more information.

Tax Topics. Mr. Cunningham's discussions of LLC tax topics are in plain English and are designed to be intelligible and useful to lawyers, accountants and business people who are not tax specialists.

Tax topics that Mr. Cunningham addresses in his seminar include:

  • Federal income taxation of LLCs and other entities under the Check-the-Box Regulations
  • Choosing the right federal income tax regimen for an LLC and its members - sole proprietorship taxation and taxation under Internal Revenue Code Subchapters C, K and S
  • Partnership taxation under Internal Revenue Code Subchapter K - a plain-English introduction
  • Partnership tax issues in LLC operating agreements
  • Subchapter S issues in LLC operating agreements
  • Social Security taxation of LLC members under Prop. Reg. 1.1402(a)-2 and other federal tax authorities
  • Avoiding federal income taxation in converting non-LLC entities into LLCs: Internal Revenue Code Section 368(a)(1)(F) and other federal tax authorities
  • State taxation of LLCs and their members
Legal Topics and LLC Practice Topics. Legal topics and topics concerning LLC practice discussed in Mr. Cunningham's seminars include the following:

  • Key legal tasks in forming LLCs (please click here for an outline of these tasks)
  • The seven chief statutory characteristics of LLCs
  • Charging order protections under LLC statutes
  • The central importance of LLC model operating agreements in LLC formations
  • The 14 principal types of LLC model operating agreements
  • Legal and tax issues that LLC operating agreements should normally address
  • Special issues in forming single-member LLCs
  • The use of planning memos for clients in forming LLCs
  • Representing two or more clients in an LLC formation - ethical considerations
  • Financial provisions in LLC operating agreements
  • Buy-sell provisions in LLC operating agreements
  • Dissociation provisions in LLC operating agreements
  • Management provisions in LLC operating agreements
  • Fiduciary provisions in LLC operating agreements
  • Securities law provisions in LLC operating agreements
  • Non-tax issues in converting non-LLC entities to LLCs
 

 
© 2005 John M. Cunningham, Esq.
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