The course book and audio CDs of this 3.3-hour May 5, 2009 program by James D. Redwood, Esq., give New York attorneys who create and provide advice about New York business entities, but do not limit their practice to that area, a useful explanation of the statutes and caselaw governing these entities. Mr. Redwood, Professor of Law at Albany Law School, discusses important developments related to New York Corporations and Limited Liability Companies (LLCs).

üNew York Corporations

• creation; liability limitations

• business judgment rule

• shareholder powers and derivative actions

• voting agreements versus voting trusts

• boards of directors

üCommon Law Corporation Doctrines and Relevant Cases

• commission of a tort doctrine

• piercing the corporate veil

• shareholder agreements in close corporations

• breach of fiduciary duty

• attorney-client privilege

üNew York LLCs

• formation; management

• operating agreement

• admission of members

• liability of members and managers

üNew York Limited Liability Company Law: Applicable Common Law Doctrines

• derivative actions by LLC members

• pre-filing demand rule

• contemporaneous ownership rule

• breach of fiduciary duty

• commission of a tort doctrine

• piercing the veil of limited liability

FORMS: To download forms relating to these topics, please go to www.NLFforms.com