Topic: Beyond the Formation and EIN – 3 Key Topics to Address in Writing Before Launching

Speaker: Alicia Locheed Goodrow, Founder of Goodrow Law PLLC

CPE credit: 1.0

Prerequisites/advance preparation: None

Agenda:
- 7:30 am – 7:45 am: Chapter Announcements and Self-Introductions
- 7:45 am – 8:45 am: Speaker's Presentation
- 8:45 am – 9:00 am: Networking

Core Content: 

- Fundamental tax questions to be addressed when forming a new Texas LLC
- Basic Content for two kinds of buy-sell agreements:  A founders’ buy-sell and a passive-investor buy-sell
- Questions to guide clients in creating management and balance of power terms in a Texas LLC including a minority interest protection list and several samples of decision matrices to address different leadership paradigms

Learning Objectives:

- When is it appropriate to make an S election for an LLC?
- When is it appropriate to draft special allocation provisions under the safe harbor regulations of Treas. Reg 1-704(b)
- When is appropriate to draft 2 buy-sell agreements instead of just 1?
- What are the key factors to consider in crafting buy-sell agreements?
- What special considerations go into company valuation with early stage companies?
- What are the 4 basic leadership paradigms for start-up companies?
- Which leadership paradigm is most efficient for fast growth?
- Which leadership paradigm is most sustainable for a long-term, investor funded deal?
- How can company agreements set up management for success in defining leadership roles?
- How can a company agreement be drafted to “grow” with the company and evolve as business changes?

Speaker's bio:

Alicia Locheed Goodrow is the founder of Goodrow Law PLLC  - GOODBIZ.LAW. She launched this new firm to focus on Houston area, privately held companies that need practical, timely, sophisticated, and affordable business law services. Her clients fall into two primary buckets:  midmarket, established private companies requiring outsourced general counsel services and start-up companies.  As outsourced general counsel, Alicia works with family and private-equity owned companies on daily legal needs for smooth business operations and on succession and M&A transactions. She has a strong background in partnership tax planning from her training days as a partnership tax geek and LLC expert with Locke Lord and her time as Sr. Director Tax with Enron structuring wind energy and pipeline deals. And she has accumulated significant expertise in structuring asset sales and purchases in roll-up and small exit transactions (under $50,000,000). With more than 30 years experience, Alicia knows how to collaborate with clients' leadership teams and other outside advisors. She regularly "upgrades" her clients' accounting and finance teams to match their goals and actual business activities. Using her book, Back of the Napkin: A Start-Up's Legal Path from Idea to Enterprise, Alicia makes the sometimes intimidating process of legal formation and compliance simple for entrepreneurs.