Learn about entity legal form changes, jurisdiction shifts, key considerations, and fiduciary factors in this essential course.
After initial formation or organization of an entity, due to legal or other considerations it may become necessary to change the legal form of such entity or the jurisdictional laws under which such entity operates. This presentation will help the persons advising such entities to understand the differences between types of legal entities, and the mechanics for changing the legal form of such entity or the jurisdiction in which such entity operates. The course also discusses fiduciary and other factors to consider when making such changes.
Agenda
Faculty

Michael P. Maxwell
Potter Anderson & Corroon LLP
- Partner at Potter Anderson & Corroon LLP
- Advises clients on matters of Delaware corporate and business law in transactions involving Delaware alternative entities and corporations, including investment and private equity fund transactions, fund formations, joint ventures, cross-border transactions, mergers, acquisitions, asset sales and purchases, dissolutions, and restructurings
- Represents both lenders and borrowers in a variety of commercial financing transactions, including asset-based financing, real estate mortgage financings, and other credit-related transactions; he advises management, boards, and special committees of Delaware entities on matters of operation and governance, including with respect to fiduciary duty and contractual interpretation issues; he also provides legal opinions on issues of Delaware law in connection with the foregoing
- Currently serves as a member of the bar association drafting committee responsible for the Delaware Limited Liability Company Act, the Delaware Revised Uniform Limited Partnership Act, and the Delaware Revised Partnership Act; assists with annual edits to Symonds & O’Toole on Delaware Limited Liability Companies, published by CSC/LexisNexis, and co-authors articles on amendments to Delaware’s corporate and alternative entity statutes and the Delaware UCC, which are published regularly in CSC’s Delaware Laws Governing Business Entities
- J.D. Degree, Tulane Law School; B.A. Degree, University of Louisville
- Can be contacted at [email protected] or 302-984-6121

Alyssa Frank
Potter Anderson & Corroon LLP
- Associate at Potter Anderson & Corroon LLP
- Practice focuses on corporate and business transactions including the structure and use of Delaware business entities such as corporations, limited liability companies, limited and general partnerships and statutory and common law trusts
- Assists with the representation of lenders and borrowers in commercial real estate and other financing transactions and has worked on multiple commercial real estate acquisition and construction transactions, as well as commercial loan modifications
- Provides third-party legal opinions concerning Delaware’s General Corporation Law, Delaware’s alternative entity statutes and the Delaware Uniform Commercial Code
- Frequently authors articles on Delaware law topics and assists with the annual edits to Symonds & O’Toole on Delaware Limited Liability Companies, published by CSC/LexisNexis
- Current Vice Chair of the Commercial Law Section of the Delaware State Bar Association, after serving two years as its Secretary
- J.D. Degree, The Pennsylvania State University Dickinson School of Law; B.A. Degree, North Park University
- Can be contacted at [email protected] or 302-984-6127

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