Series LLCs: Structuring and Financing Concerns for Lenders and Investors
Navigating UCC Perfection, Bankruptcy Risks, and Conflicting State Statutes
Recording of a 90-minute premium CLE video webinar with Q&A
This CLE webinar will discuss the formation and structuring of series LLCs and examine the issues and risks lenders face in loan transactions involving series LLCs, including UCC Article 9, the Bankruptcy Code, and treatment of series LLCs under state statutes.
- Structuring a series LLC
- What is "series"?
- Liability shields
- Entity status
- Governance considerations
- Issues faced by lenders and potential solutions
- Series and UCC Article 9
- Identifying the debtor with rights in the collateral
- Issues with UCC filings against series
- Delaware's amendments to address UCC and other issues
- Series LLCs and the Bankruptcy Code
- Can a series be a debtor in bankruptcy?
- Will liability shields be respected in bankruptcy?
- Closing opinions for series of LLCs
- Salient differences in opining on series rather than LLCs
- How Delaware's amendments address opinion issues
- Inherent limitations
The panel will review these and other noteworthy topics:
- Establishing internal shields
- Will internal shields be respected in other states?
- Series are not entities
Norton Rose Fulbright
Ms. Browndorf focuses her practice on representing family offices, funds and financial institutions in connection with... | Read More
Ms. Browndorf focuses her practice on representing family offices, funds and financial institutions in connection with fund formations and their ongoing operations, investment due diligence, private equity and debt transactions, cross-border structuring and investment adviser regulations. She also advises clients on the development and regulation of financial services and products in the FinTech sector. This includes private and public token offerings, cryptocurrency, smart contracts, blockchain and other disruptive technologies for both start-ups and global financial institutions. Ms. Browndorf also has experience advising financial institutions on custody and trading solutions for digital assets and related regulatory issues in the FinTech space.Close
Mr. Wolf is a partner in the Corporate and Business Department a member of the Management Committee. A native El... | Read More
Mr. Wolf is a partner in the Corporate and Business Department a member of the Management Committee. A native El Pasoan, he began as an associate in 1991 practicing primarily in the areas of securities, business and tax law. Mr. Wolf was promoted to partner in 1997 with practice emphasis on tax, estate and business planning.Close