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Unscrambling the Egg: Operating Agreement Provisions for Member Withdrawal, Retirement, and Expulsion

Total Credits: 1.5 CLE, 0.5 Ethics

Average Rating:
   45
Categories:
Business & Commercial Law
Faculty:
Douglas O Guffey |  Kristyn Michelle Ronan
Format:
Audio and Video
Original Program Date:
Apr 18, 2025
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Description

Learn about common circumstances of member dissociation.  Topics include:  

  • Different ways to value companies; 
  • Impact the valuation method will have on a Member’s withdrawal, retirement or expulsion; 
  • Exemplar operating agreement provisions to use in each type of situation; and
  • Ethical issues associated with representing companies and their members in various contexts

Faculty:
Douglas Guffey, Partner, Jaburg Wilk 
Michelle Ronan, Partner, Jaburg Wilk

Handouts

OperatingAgreementProvisionsForMemberWithdrawalRetirementAndExpulsionManual (2.1 MB) 55 Pages Available after Purchase

Faculty

Douglas O Guffey Related Seminars and Products

Douglas Guffey is a partner at Jaburg Wilk. Doug has represented banks and businesses for more than 40 years, ranging from international mining companies, airlines, and commercial banks to high tech start-ups, medical and professional service firms.

Since 1994, he has focused his practice on the health care industry, supporting medical professionals in matters of regulatory compliance - including Medicare “incident to” billing, Stark, Anti-Kickback, and HIPPA - licensure, professional employment, group organization and management, and strategic alignment with hospital systems, health maintenance organizations, and accountable care organizations.

Doug has advised “from concept to commissioning” in the development of radiation treatment centers, endoscopy centers, imaging centers, home health and hospice service providers, recovery care centers, cardiac catheterization laboratories, and ambulatory surgery centers.

He has drafted and reviewed hundreds of physician employment and independent contractor agreements, and drafted, defended, and defeated covenants intended to restrain the ability of a physician to practice in competition with a former employer. Doug has advised medical billing services, credentialing services, and practice management services. He is an experienced, value-adding, and cost-effective advisor for the business of medicine.

Doug has been an AV rated attorney by Martindale-Hubbell, the highest rating an attorney can receive since 2003. He has been listed in the Phoenix Business Journal’s Best of the Bar in Health law and has been listed in the Bar Registers Preeminent Attorneys for Health law. Additionally, he served in the US Army – JAG division.

Doug is admitted to practice in Arizona and the U.S District Court, District of Arizona. He received his J.D. from Harvard Law School, his M.B.A from Harvard Business School, and his B.S. from Arizona State University.

Kristyn Michelle Ronan Related Seminars and Products

Michelle Ronan primarily practices in the areas of estate planning, business law, and commercial litigation as a partner at Jaburg Wilk.

Through her estate planning practice, Michelle serves as a trusted advisor to individuals and families of all levels of sophistication seeking to create or revise their estate plan. Michelle focuses on developing custom approaches designed to meet the needs of each client.
Michelle’s transaction work focuses on assisting closely held business owners with business formation, operating agreements, contract review, and buy/sell agreements.

She has been named a Southwest Super Lawyers, Rising Star continuously since 2020; a Best Lawyers in America, Ones to Watch continuously since 2021; a Phoenix Magazine’s Top Lawyer since 2022, and AZ Big Media’s One of 50 Emerging Leaders in Law for Estate Planning in 2025. Michelle is also a 2013 graduate of Arizona Association of Defense Counsel’s “Ladder Down” program which focused on honing leadership, business development, and mentoring skills for women lawyers.

Michelle has co-authored and contributed to publications for Themis Advocates Group (Arizona State Law Overview) and the Maricopa County Bar Association (Arizona Litigation Guide, 4th Edition). Michelle is also a published author on J.D. Supra.

Being active in her community is important to Michelle. She is a former board member of Ryan House and since 2014 has regularly volunteered for Voices for CASA children.

Ms. Ronan is admitted to practice in Arizona and the U.S. District Court, District of Arizona. She received her J.D. from the University of Arizona James E. Rogers College of Law and her B.S. in Justice Studies from Arizona State University.

Reviews

5
4
3
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1

Overall:      4.3

Total Reviews: 45

Comments

Amy H

"well presented - lot more on valuations than had thought there would be - more interested in the implementation of withdrawals etc. "

Mark C

"Very informative."

Martin J

"Content was decent. Presenters seemed very disinterested."

Emily F

"Incredibly dry and more about valuations than how operating agreements control real life situations of member dissociations. Not what I thought would be covered."

Michael M

"I thought the title was a tiny bit misleading as I was expecting that we would go down a different path. But once I got beyond that, I thought the presentation was useful."

Herman Z

"conveyed information clearly"

Christopher W

"hard to follow"

Victoria K

"It was very good but it seemed there were not enough examples of what was being described"

Joseph R

"The seminar dealt with several gnarly topics, for which there are no clear rules (and for which clear rules will likely never develop). It is important that we recognize that these types of situations require regular evaluation of our obligations and changing expectations of clients. "

Ryan Y

"Presentation style was very dry with a lack of real world examples"
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