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?
Mark R. Decker, Senior Vice President and General Counsel, The Connell Company
Andrew L. Rossner, Associate Dean for Professional and Skills Education and Professor of Law, Rutgers Law School
Denise Walsh, Member, Saiber LLC
Catherine G. Dearlove, Director, Richards, Layton & Finger, P.A.
Jeffrey M. Shapiro, Partner, Lowenstein Sandler LLP
Location: Rutgers Law School
123 Washington Street
Newark, NJ 07102
CLE Credits: NJ: 2.2 | NY: 2.0 | PA: 1.5