Virginia Continuing Legal Education
28th Annual Business Law Seminar: Back to Basics — Mastering the Fundamentals of Four Important Areas


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MCLE Credits: 4.0
Description

Register for this course

Cosponsored with the Virginia State Bar Business Law Section

Program Level: Basic-Intermediate

Who Should Attend:

• General practitioners seeking "how to" information on common business law issues
• Less experienced lawyers who want to learn the ropes from leading experts
• Experienced business lawyers who need to master the fundamentals of areas outside of their particular specialties



SPECIAL REGISTRATION OPTION

Register for the live session of this program together with the Choosing the Right Business Entity for Your Client video replay, held on the same day and at the same location from 2:30--4:30 p.m., and save $30! Click here to register for this combo option.
COURSE SCHEDULE

8:30 Registration
9:00 Negotiating and Documenting Commercial Loans
Denise G. Zack

• Different types of commercial loans
• Interest rates, fees, prepayment penalties, and other pricing issues
• Terms typically sought by commercial lenders
• Liens, guaranties, and other security
• Anatomy of a typical loan transaction
10:00

Immigration Issues for the Business Lawyer — Even Businesses That Employ No Foreign nationals Must Comply with Immigration Law
David Z. Izakowitz


• Recent Enforcement Trends of Immigration and Customs Enforcement (ICE) and Other Government Agencies
• I-9 Compliance Programs
• The Rise of E-Verify

11:00 Break
11:10 Organizing and Operating a Nonprofit Corporation
J. William Gray, Jr.

• Special considerations in formation and operation
• Duties of directors
• Initial and ongoing filing requirements
• Obtaining and maintaining tax-exempt status
• Complying with fundraising regulations
12:10 Common Tax Considerations for Business Organizations
Gregory M. Johnson

• Overview of various tax types
• Common tax issues faced by entity, owner, and employees
• Responsible party liability for federal and state withheld income
• Importance of classification of employees and independent contractors
• Tax traps for the non-tax attorney
1:10 Adjourn


SPECIAL BONUS PRESENTATION AFTER SEMINAR:

Deborah V. Ellenberg, Chief Hearing Examiner at the Virginia State Corporation Commission, will be on hand for a brief presentation after the program to update you on the Commission’s e- Commerce initiative. Learn how you can electronically file Annual Reports and pay Annual Registration Fees, and how you soon will be able to handle UCC filings in the same manner. Real-time Certificates of Good Standing and other electronic services are also in the works. Don’t let technology leave you behind!


FACULTY

J. William Gray, Jr., Hunton & Williams / Richmond
Bill Gray’s practice focuses on tax-exempt organizations, charitable giving, estate planning and administration, individual and charitable trusts, and personal tax planning. He advises individual clients on transfer tax reduction, probate avoidance, postmortem planning through disclaimers and reformations, and suits to construe or modify wills and trusts. He has formed numerous charities, business leagues, social welfare organizations, title-holders, and other exempt entities and obtained federal, state, and local tax exemptions for them. Mr. Gray has assisted charities in obtaining definitive or advance rulings on public charity status and regaining that status after tentative adverse rulings by the IRS. He advises private foundations on applicable reporting criteria, self-dealing prohibitions, income distribution rules, investment restrictions, expenditure limitations, and termination guidelines, as well as the substantial excise taxes used to enforce them, and counseled charities on planned giving, gift acceptance policies, professional fundraiser contracts, state solicitation rules, charitable deduction substantiation issues, non-deductibility standards, and other tax reporting and disclosure issues.

David Z. Izakowitz, McGuireWoods LLP / Charlottesville
David Izakowitz’s practice concentrates on providing immigration law services for business clients, including preparing and processing applications for both non-immigrant and permanent resident visas; advising employers on compliance with immigration laws; and informing businesses and individuals about visa alternatives, including visas based on investments in the United States. He has extensive experience representing companies and universities, as well as individuals from Western Europe, Latin America, Asia, and the rest of world.

Gregory M. Johnson
, MartinWren, PC / Charlottesville
Greg Johnson has been an attorney since 1984 and a certified public accountant since 1990. His legal practice is focused on business entity law, including corporate, limited liability company, partnership and general business transactions, estate planning and administration, Internal Revenue Code Section 1031 (like-kind) exchanges and other sophisticated taxation planning, and representing creditors in foreclosures. Mr. Johnson has lectured frequently on business law and estate planning topics, corporate, and taxation law matters on behalf of the Charlottesville Economic Development Office, Service Corps of Retired Executives, State Farm Insurance, Scott & Stringfellow, Merrill Lynch, and the Small Business Development Center as well as the Charlottesville-Albemarle Bar Association and Thomas Jefferson Chapter of Virginia Society of Certified Public Accountants.

Denise G. Zack
, Cooley, LLP / Reston
Denise Zack is special counsel in the Credit Finance and Leasing Finance practice groups and a member of the Cooley Godward Business department. She joined the firm in 2001 and is resident in the Reston office. Ms. Zack represents both institutional lenders and company borrowers in debt financings, including commercial bank loans, mezzanine debt transactions, 144A public debt financing, acquisition financing, letter of credit facilities, bridge loans, assignments, participations, inter-creditor relationships, debt restructuring, and equipment lease transactions. She also represents company clients in equity financings, mergers, and acquisitions, founder disputes, customer disputes and other general corporate needs. In addition, Ms. Zack works with the Fairfax Bar Foundation Uncontested Divorce Pro Bono Program and was a recipient of the Cooley Pro Bono Achievement Award in 2003. Prior to entering the legal profession, Ms. Zack was a marketing manager at MBNA America Bank, N.A., in Delaware and Ohio.

MODERATOR


Talfourd "Fourd" H. Kemper, Jr., Luna Innovations Inc. / Roanoke
Fourd Kemper is General Counsel of Luna Innovations Incorporated, a public technology company headquartered in Roanoke. Formerly a principal with Woods Rogers PLC, his practice focused on mergers and acquisitions, venture capital financing, securities, licensing, intellectual property matters, and the representation of high-tech entrepreneurs and also included general commercial, estate planning, and tax matters. A native of Roanoke, Mr. Kemper graduated from Duke University in 1990 with a degree in economics and from the University of Virginia School of Law in 1995, where he was a member of the Editorial Board of Virginia Law Review.

LIVE LOCATION AND DATE

Fairfax / Thursday, September 30
Waterford at Fair Oaks (in the Fair Oaks Shopping Mall — behind the Extended Stay America Hotel)
12025 Lee Jackson Memorial Highway
(703) 352-3200

Directions to Seminar Site

VIDEO LOCATIONS AND DATES

TUESDAY, OCTOBER 19
Abingdon: Southwest Virginia Higher Education Center, on the campus of Virginia Highlands Community College (I-81 exit 14), 1 Partnership Circle (276) 619-4300
Charlottesville: The Virginia CLE Building, 105 Whitewood Road (800) 979-8253
Fredericksburg: Fredericksburg Hospitality House and Conference Center (formerly the Holiday Inn Select), 2801 Plank Road (540) 786-8321
Tysons Corner: Crowne Plaza Tysons Corner (formerly the Holiday Inn Tysons Corner), 1960 Chain Bridge Road (entrance to hotel on Greensboro Drive) (703) 893-2100
Virginia Beach: Holiday Inn Executive Center, 5655 Greenwich Road (757) 499-4400
Warrenton: Holiday Inn Express Warrenton, 410 Holiday Court (540) 341-3461
Winchester: Wingate by Wyndham Hotel Winchester, 150 Wingate Drive (540) 678-4283

WEDNESDAY, OCTOBER 20
Alexandria: Crowne Plaza Old Town (formerly the Radisson Hotel Old Town), 901 North Fairfax Street (703) 683-6000
Harrisonburg: Holiday Inn Harrisonburg, 1400 East Market Street (540) 433-2521
Richmond: UVA Richmond Regional Center, 2810 N. Parham Road, Suite 300, 3rd Floor (Parking available only in spots not marked "Visitor Parking") (804) 662-7464
Roanoke: Roanoke Higher Education Center, 108 North Jefferson Street (540) 767-6161

Directions to Seminar Sites



Click here if you wish to register three or more attorneys from the same firm.


LIVE REGISTRATION FEES
$209.00 regular registration.
$194.00 pre-registering VSB Business Law Section member.
$159.00 law firm non-attorney staff.
$224.00 / $174.00 on-site registration (if space is available).

VIDEO REGISTRATION FEES
$199.00 regular registration.
$184.00 pre-registering VSB Business Law Section member.
$149.00 law firm non-attorney staff.
$214.00 / $164.00 on-site registration (if space is available).

Cancellation/transfer requests will be honored through 5:00 p.m. of the DAY BEFORE the seminar.
If you have a disability that requires special accommodation, please contact Virginia CLE well in advance of the program date.
Private taping of this program is not permitted.
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