Program Details
2026-03-31 13:00:00
Over 1,000+ webinars
Course Overview
2026-03-31 13:00:00
2h CLE Credits
Intermediate
2
1:00 pm - 2:00 pm ESTExamine fiduciary duty provisions that drive high-stakes LLC disputes, including modification and elimination of default duties under Delaware’s contractarian framework, enforceability of fiduciary waivers, drafting ambiguity risks, and the implied covenant of good faith as judicial backstop.
Tyler Leavengood
Michael Maxwell
Tammy L. Mercer
Thomas E. Rutledge 2:10 pm - 2:40 pm ESTAnalyze governance provisions and dispute-planning mechanisms across Delaware, RULLCA, and other jurisdictions, including managerial authority structures, conflict-of-interest procedures, deadlock solutions, books-and-records rights, and forum selection and arbitration clause design.
Tyler LeavengoodMichael MaxwellTammy L. MercerThomas E. Rutledge 2:40 pm - 3:10 pm ESTExamine how indemnification, advancement, and exculpation provisions are structured and tested in LLC disputes, comparing Delaware and RULLCA statutory frameworks and connecting drafting choices to advancement disputes and defense-cost litigation outcomes.
Tyler LeavengoodMichael MaxwellTammy L. MercerThomas E. RutledgeTyler J. Leavengood is a Partner at Potter Anderson LLP and a member of the firm’s Corporate Litigation group, concentrating on complex corporate and commercial litigation in the Delaware Court of Chancery. He regularly represents corporations, directors, officers, and board committees in stockholder class and derivative actions, appraisal and dissolution proceedings, advancement and indemnification disputes, and books-and-records litigation. Tyler also advises boards and special committees on fiduciary duty matters and internal governance issues. His clients have included four of the ten largest Fortune 500 companies.
Michael P. Maxwell is a Partner at Potter Anderson LLP advising clients on Delaware corporate and alternative entity law in complex transactions involving limited liability companies, partnerships, and corporations. His practice includes investment and private equity fund formations, joint ventures, mergers and acquisitions, restructurings, cross-border transactions, and structured finance matters. Mike also counsels boards, managers, and special committees on fiduciary duty, governance, and contractual interpretation issues, and provides Delaware legal opinions in connection with significant transactions.
Tammy L. Mercer is a Partner in the Litigation practice at Akerman LLP in Wilmington, Delaware, where she brings more than 19 years of experience advising boards of directors and private equity clients on complex corporate governance matters. She concentrates her practice in the Delaware Court of Chancery and Delaware Superior Court, handling high-stakes disputes involving mergers and acquisitions, going-private transactions, proxy contests, valuation and appraisal proceedings, and directors’ and officers’ liability. Tammy also has extensive experience with indemnification and advancement proceedings, stockholder demands for books and records, and governance disputes involving alternative entities including LLCs, limited partnerships, and master limited partnerships.
Thomas E. Rutledge is a Member at Stoll Keenon Ogden PLLC in Louisville, Kentucky, where his practice focuses on the law of business organizations, with particular depth in limited liability companies, partnerships, and corporations. He counsels clients on entity formation, governance, and operating agreement design, and regularly advises and serves as an expert witness in disputes involving fiduciary duties, agency, and the application of organizational documents. His work spans both transactional structuring and litigation support, bringing to each engagement a rare combination of statutory drafting experience and practical dispute-resolution insight.
Tyler J. Leavengood is a Partner at Potter Anderson LLP and a member of the firm’s Corporate Litigation group, concentrating on complex corporate and commercial litigation in the Delaware Court of Chancery. He regularly represents corporations, directors, officers, and board committees in stockholder class and derivative actions, appraisal and dissolution proceedings, advancement and indemnification disputes, and books-and-records litigation. Tyler also advises boards and special committees on fiduciary duty matters and internal governance issues. His clients have included four of the ten largest Fortune 500 companies.
Michael P. Maxwell is a Partner at Potter Anderson LLP advising clients on Delaware corporate and alternative entity law in complex transactions involving limited liability companies, partnerships, and corporations. His practice includes investment and private equity fund formations, joint ventures, mergers and acquisitions, restructurings, cross-border transactions, and structured finance matters. Mike also counsels boards, managers, and special committees on fiduciary duty, governance, and contractual interpretation issues, and provides Delaware legal opinions in connection with significant transactions.
Tammy L. Mercer is a Partner in the Litigation practice at Akerman LLP in Wilmington, Delaware, where she brings more than 19 years of experience advising boards of directors and private equity clients on complex corporate governance matters. She concentrates her practice in the Delaware Court of Chancery and Delaware Superior Court, handling high-stakes disputes involving mergers and acquisitions, going-private transactions, proxy contests, valuation and appraisal proceedings, and directors’ and officers’ liability. Tammy also has extensive experience with indemnification and advancement proceedings, stockholder demands for books and records, and governance disputes involving alternative entities including LLCs, limited partnerships, and master limited partnerships.
Thomas E. Rutledge is a Member at Stoll Keenon Ogden PLLC in Louisville, Kentucky, where his practice focuses on the law of business organizations, with particular depth in limited liability companies, partnerships, and corporations. He counsels clients on entity formation, governance, and operating agreement design, and regularly advises and serves as an expert witness in disputes involving fiduciary duties, agency, and the application of organizational documents. His work spans both transactional structuring and litigation support, bringing to each engagement a rare combination of statutory drafting experience and practical dispute-resolution insight.
Requirements
The Alabama State Bar MCLE Commission requires attorneys to complete 12 credits, including 1 ethics, by December 31 of each year. All credits must be reported by February 15 of the following year. A maximum of 12 credits, including 1 ethics credit, may be carried over for 1 year only.
Formats
