Kelly Presents on LLC Provisions Regarding Directors and Managers
Partner Chris Kelly was a speaker at a CLE webinar titled “LLC Provisions Regarding Directors and Managers” on October 31. The webinar was designed to guide corporate counsel on recent Delaware court decisions concerning LLC director and manager breach claims and best practices to avoid liability. The panel discussed essential provisions for drafting LLC agreements, crafting safe harbors, methods in eliminating corporate-type fiduciary duties, application of implied covenants, and other complex issues to assist counsel in avoiding litigation and claims against LLC directors and managers.
Issues addressed in the webinar include:
- Identifying essential issues from recent Delaware court decisions regarding LLC agreements
- Drafting modern forms of LLC and limited partnership agreements
- Fiduciary disclaimer provisions in LLC and LP agreements
- Recognizing exculpation or indemnification provisions that may suggest fiduciary duties, and crafting such provisions carefully to avoid such suggestion
- Methods of providing safe harbors for conflicted transactions
- Avoiding ambiguity and unintended consequences in the interrelationship of provisions
- Defining the standards of conduct
- Application of the implied covenant of good faith and fair dealing
For more information, visit Strafford's website.