Note: Supplemental materials are not guaranteed with Rental or Used book purchases.
Purchase Benefits
What is included with this book?
Foreward | p. 11 |
Acknowledgements | p. 13 |
Line-By-Line Analysis | p. 15 |
Definitions | p. 17 |
Definitions | p. 17 |
Organization | p. 36 |
Formation | p. 36 |
Name | p. 37 |
Principle Place of Business and Registered Office and Agent | p. 37 |
Qualification in Other Jurisdictions | p. 37 |
Term | p. 38 |
Purpose | p. 38 |
Members | p. 40 |
Names and Address | p. 40 |
Limitation of Liability | p. 40 |
Membership Interests | p. 40 |
Withdrawals | p. 41 |
Withdrawal by Members | p. 41 |
Cumpulsory Withdrawal | p. 48 |
Consequences upon Withdrawal | p. 48 |
Adjustment of Capital Accounts | p. 50 |
Distribution upon Withdrawal | p. 52 |
Member Manager | p. 62 |
Costs of Withdrawal | p. 64 |
Limitations on Withdrawal | p. 64 |
Withdrawals Coinciding with the Dissolution of the Company | p. 64 |
Suspension of Withdrawals | p. 65 |
Management | p. 68 |
Management | p. 68 |
Other Business Interests of the Member Manager | p. 75 |
Binding Authority | p. 77 |
Management Fee | p. 77 |
Fees and Expenses | p. 80 |
Agents and Consultants | p. 84 |
Concurrent Status | p. 84 |
Indemnification | p. 85 |
Exculpation | p. 86 |
The Investment Manager | p. 87 |
Assets | p. 88 |
Limitations on Powers of the Member Manager | p. 89 |
Additional Rights of the Member Manager | p. 90 |
Soft Dollar Arrangements | p. 92 |
Good Faith Time and Attention of the Member Manager | p. 96 |
Termination and Replacement of Member Manager | p. 97 |
Advisers Act Assignment | p. 98 |
Capital Contributions | p. 99 |
Initial Capital Contributions | p. 99 |
Additional Contributions by the Member Manager | p. 100 |
Additional Contributions by the Members | p. 100 |
Determination of Capital | p. 101 |
Form of Contribution | p. 101 |
No Additional Contributions | p. 101 |
Use of Capital | p. 102 |
No Right to Specific Property | p. 102 |
No Return of Capital Contributions or Interest | p. 102 |
Grace Period for Contributions | p. 102 |
Advances | p. 102 |
Allocations Of Gains and Losses; Distributions | p. 103 |
Members' Accounts | p. 103 |
Allocation of Net Profits and Net Losses; Performance Allocation | p. 105 |
Tax Allocations | p. 121 |
Special Allocations | p. 122 |
Curative Allocations | p. 127 |
Other Allocation Rules | p. 128 |
Safe Harbor Election and Forfeiture Allocations | p. 129 |
Distributions | p. 131 |
Limitations on Distributions and Withdrawal Payments | p. 133 |
Member Manager Tax Distributions | p. 134 |
Interest on and Return of Capital Contributions | p. 136 |
Taxes | p. 136 |
Elections | p. 136 |
Tax Matters Partner | p. 137 |
Tax Liability | p. 137 |
Witholding Tax | p. 138 |
Amendments for Tax Purposes | p. 138 |
Prohibited Actions | p. 138 |
Transferability | p. 139 |
Member Transfers | p. 139 |
Transferee Not a Member: Substituted Members | p. 141 |
Transfer of the Manger's Interest | p. 142 |
Transferee's Agreement to be Bound | p. 142 |
Opinions; Expenses; Other Conditions | p. 142 |
Transferee's Capital Account | p. 143 |
Admission Of New Members | p. 143 |
Issuance of Membership Interests; Admission of New Members | p. 143 |
Dissolution | p. 148 |
Dissolution | p. 148 |
Winding Up | p. 151 |
Distributions upon Dissolution | p. 151 |
Nonrecourse to Other Members | p. 153 |
Distributions in Cash or in Kind | p. 153 |
Certain Agreements to Continue | p. 155 |
Use of Company Name After Winding Up | p. 155 |
Termination | p. 155 |
Valuation Of Securities and Other Company Assets | p. 156 |
Net Asset Value | p. 156 |
Fair Value | p. 158 |
Special Assets and the Use of Side Pockets | p. 167 |
No Liability | p. 171 |
Investment Manager's Determination in Binding | p. 171 |
NAV Expressed in Dollars | p. 171 |
Suspension | p. 171 |
General Provisions | p. 172 |
Notices and Consents | p. 172 |
Entire Agreement | p. 173 |
Amendments; Other Actions of Member Manager | p. 174 |
Reports to Members | p. 176 |
Proprietary Information | p. 177 |
Arbitration | p. 177 |
Special Powers of Attorney | p. 180 |
Insurance | p. 182 |
Benefit Plans | p. 183 |
Information Regarding Members and Accounts | p. 184 |
Headings | p. 185 |
Waiver | p. 185 |
Severability | p. 186 |
Binding | p. 186 |
Counterparts | p. 186 |
Governing Law | p. 186 |
p. 189 | |
About The Author | p. 199 |
Table of Contents provided by Ingram. All Rights Reserved. |
The New copy of this book will include any supplemental materials advertised. Please check the title of the book to determine if it should include any access cards, study guides, lab manuals, CDs, etc.
The Used, Rental and eBook copies of this book are not guaranteed to include any supplemental materials. Typically, only the book itself is included. This is true even if the title states it includes any access cards, study guides, lab manuals, CDs, etc.