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Governance of Privately-Held Corporations and Limited Liability Companies

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  • Governance of Privately-Held Corporations and Limited Liability Companies
  • Tuesday, September 12, 2017

Governance of Privately-Held Corporations and Limited Liability Companies

While the bulk of law and legal commentary focuses on the issues faced by stakeholders of publicly held corporations, most businesses in America are actually privately-held. This program will examine privately-held corporations and limited liability companies, their governance and the rights and responsibilities of shareholders, members, directors and managers in those entities. We will consider questions such as: How does a Member or Manager’s fiduciary duty of care under the New Jersey Revised Uniform Limited Liability Company Act compare to the duty under the Delaware Limited Liability Company Act and under corporate law? How do the duties of care and loyalty, and the contractual obligation of good faith and fair dealing under New Jersey’s RULLCA and Delaware’s LLCA, compare with the fiduciary duties owed by shareholders in the privately-held corporation? How do they compare with the duties under New Jersey’s former LLC law? What are the rights and remedies of oppressed minority shareholders of privately-held corporations? Of oppressed minority members of LLCs? What are the key ethical issues faced by counsel of privately-held corporations and LLCs?

Speakers:
Mark R. Decker
Senior Vice President and General Counsel, The Connell Company

Catherine G. Dearlove
Director, Richards, Layton & Finger, P.A.

Andrew L. Rossner
Associate Dean for Professional and Skills Education and Practice Professor of Law, Rutgers Law School

Denise Walsh
Member, Saiber LLC

Moderator:
Jeffrey M. Shapiro
Partner, Lowenstein Sandler LLP

Tuesday, September 12, 2017
4:00 p.m. to 6:00 p.m.
Reception to follow

Location:
Rutgers Law School
Center for Law and Justice
Nathan H. Baker Trial Courtroom – Room 125
123 Washington Street
Newark, NJ 07102

Register at rutgerscle.com

CLE Credits: NJ: 2.2 | NY: 2.0 | PA: 1.5

Registration Fee:  $50 or free for guests who do not want CLE credit with promo code NOCLE367