Agenda / Content Covered

All times are shown in Eastern time

1. Accounting 101 for Attorneys
   9:00 - 9:45, Justin Joy
   1. Basic Accounting Concepts
   2. Financial Statements: Nuts and Bolts
   3. Financial and Operating Ratios
   4. Fraud Basics
2. Securities Laws 101
   9:45 - 10:30, Joshua E. Hedrick
   1. Entity Structure-Financial and Tax Perspective
   2. Deal Structuring
   3. Special Considerations for Closely-Held Businesses
   4. Advantages and Disadvantages of the Public Market
   5. Financial Instruments: The Basics
   6. Stocks, Bonds, Warrants, and Options
3. Financing Fundamentals
   10:45 - 12:00, Joshua E. Hedrick
   1. Understanding Capital Needs
   2. Financing Options
   3. Debt Financing Basics-Understanding Your Options
   4. Bank Financing Process
   5. Cash Flow Loans
   6. Securitized Loans
   7. Capital Leases
   8. Equity Financing Basics
   9. Angels, Venture Capital, and Private Equity
   10. Crowdfunding
4. Labor and Employment Law Essentials
   1:00 - 1:45, Jeff Weintraub
   1. Wage and Hour Laws
   2. Discrimination 101
   3. ADA: The Basics
   4. Sexual Harassment Legal Essentials
   5. FLSA Issues
5. LLC Formation and Operation: The Basics
   1:45 - 2:30, Keith C. Dennen
   1. Member Managed vs. Manager Managed
   2. Articles of Organization: The Basics
   3. Rights and Duties of Members
   4. Management Structure: Rules and Regs
   5. Assignments of Membership Interests
   6. Buy-Sell Provisions: Nuts and Bolts
   7. Security Interests 101
   8. Disassociation Basics
6. Contracts: Nuts and Bolts
   2:45 - 3:30, Keith C. Dennen
   1. Business Contract Essentials
   2. Negotiations and Re-Negotiations 101
   3. Key Provisions in Business Contracts: The Basics
   4. Types of Common Business Contracts
7. Ethical Considerations
   3:30 - 4:30, Keith C. Dennen
   1. Ethical Standards and Civil Liability
   2. The Role of the Attorney as Advisor in LLC Formation
   3. Conflicts of Interest
   4. Confidentiality - Information Derived From an Earlier Representation

KEITH C. DENNEN is a member of the Nashville law firm of Farris Bobango, PLC, where his main areas of practice are litigation, franchise law, hospital law, health care, commercial law, corporate law, intellectual property, and employment. He is a frequent lecturer on ethics and has spoken to various groups, including the American Bar Association's Forum on Franchising. Mr. Dennen is the editor of the Tennessee Ethics Handbook,2nd edition. He is a former chair of the American Bar Association's Young Lawyers Ethics and Professionalism Committee. Mr. Dennen earned his B.B.A. and J.D. degrees from the University of Memphis.

JOSHUA E. HEDRICK is a senior manager with Kraft Analytics, LLC, an affiliate of KraftCPAs, that focuses on valuation, forensic and transaction advisory services. Mr. Hedrick’s valuation experience includes business valuations, equity interests, debt instruments, intellectual property and other intangible assets for investment, lending, managerial planning, compliance, accounting, tax, marital dissolution, restructuring and litigation purposes. His forensic experience includes working with attorneys related to valuation issues, transactional disputes, economic damages, intellectual property, corporate investigations, employee fraud and insurance coverage. Mr. Hedrick’s transaction advisory experience includes valuations, fairness opinions, due diligence and transaction structuring support related to business sales, asset sales, M&A transactions, equity investments and lending transactions. Other consulting experience includes industry and competitive analysis, business strategy, compensation studies, and capital project analysis. Mr. Hedrick began his career in the banking industry. He is a certified valuation analyst (CVA); and he received his M.B.A. degree from Appalachian State University, and his post-masters certificate in financial analysis at the University of North Carolina at Greensboro.

JUSTIN JOY is a shareholder in the Memphis office of the law firm Lewis Thomason King Krieg & Waldrop, PC. In addition to a range of experience in information privacy, cybersecurity and healthcare matters, Mr. Joy has a variety of experience in various civil litigation matters including, business and commercial litigation, insurance coverage disputes, and business torts. He is a member of the Memphis, Tennessee, and American bar associations. Mr. Joy earned his B.S. degree from Wake Forest University, and his M.B.A. and J.D. degrees from the University of Memphis.

JEFF WEINTRAUB is a partner in the Memphis office of the management-side employment and labor firm Fisher & Phillips LLP. Mr. Weintraub represents employers in jury trials involving employment discrimination, harassment, and "whistleblower" lawsuits; FLSA collective actions; and labor cases in all courts including the U.S. Supreme Court and government agencies, such as the EEOC and the NLRB. He is licensed in Mississippi, Tennessee, Arkansas, and Missouri. Mr. Weintraub teaches the labor and employee relations segment in SHRM's HR Certification Course and trains supervisors in such matters around the United States. He earned his B.S. degree from the University of Memphis and his J.D. degree from the University of Memphis School of Law.