This session will discuss the intersection of business organization law and estate planning, with an emphasis on closely held and family-owned enterprises. It addresses entity choice and important issues to consider upon formation, including governance, fiduciary duties, capital structure, transfer restrictions, valuation, and succession planning. The session will cover the basic documents necessary to form and maintain the various business entities discussed and briefly explain the various tax attributes of each entity. 

Topics covered include the following:

• Choice of entity and formation for family enterprises (limited liability company, partnership, S and C corporations) to support estate, gift, generation-skipping transfer, and income tax objectives
• Operating, partnership, and shareholders’ agreements, including transfer restrictions, governance, and deadlock provisions
• Buy-sell agreements (cross-purchase, redemption, hybrid) and funding mechanisms
• Valuation issues (including discounts and control premiums) and coordinating with appraisal and accounting professionals
• Tax issues affecting business interests in estates and trusts