Business & Commercial Law

Day-to-day Operational Assistance For Atlanta Companies

For 25 years, I have provided a full range of business law services for client companies, including:

A few brief points on our approach to contracts can serve to illustrate how our proactive approach works. Disruptive innovation effects business change much faster than commercial contracts may evolve to reflect these changes. You may be operating under an agreement that no longer serves your needs or those of the other parties. We perform a thorough review of your existing contracts to identify points that might produce costly breaches or lead to contract disputes. We engage with counter-parties to renegotiate and reform agreements to meet changing conditions. Now your agreements are reinforcing rather than straining your business relationships. This reduces the risk of litigation, enhances business relationships, and improves your profitability.

Assistance With Budgeting And Risk Management

In many emerging companies, the budget is held hostage by the consequences of poor risk management coupled with a reactive legal function. The most grievous example is when costly legal disputes drain resources the company desperately needs to facilitate operations. We help companies implement effective risk management strategies that reduce costs and make expenditures more predictable.

A few examples can illustrate this point:

Reviewing corporate structure — Companies established under an inappropriate corporate structure can be open to unexpected liability exposures or face expensive, even taxable, organizational restructurings to position the company for future growth or new investment.

Reviewing operator and shareholder agreements — We troubleshoot your existing agreements to avoid legal issues in a subsequent sale, redemption of the founder, or recapitalization.

The absence of provisions for succession planning, distributions in complete redemption, reorganizations, mergers or other transactions often create chaos that can kill the deal, destroy deal value or result in extremely expensive transactional litigation between stakeholders. Often, companies forego detailing these provisions to save a few thousand dollars at formation, only to suffer a loss of millions in the future.

Improving human resources management — Because there are numerous examples of successful companies going bankrupt due to litigation from former employees, we thoroughly review and revamp your employment agreements and manuals.

Protecting Intellectual property — To minimize their legal spend, many emerging companies neglect to get a patent, copyright or trademark, so that enterprise value is ultimately lost. We encourage companies to look at intellectual property protection expenditures as investments in appreciating assets that will maximize enterprise value at the time of sale. This comparatively moderate cost is always preferable to extremely expensive litigation to defend the company’s brand from infringement, customer confusion, fraud and misrepresentation by other actors who exploit unprotected intellectual property assets for their own profit.

Regulatory compliance — Too often, companies first learn about specific areas of government regulation when a regulator shows up at their door to conduct an audit, inspection, review, or other regulatory investigation. Our proactive approach can spare your company expense, while protecting your officers from possible civil and criminal liabilities associated with regulatory compliance failures. The most effective way to ensure a successful result and to manage regulatory investigations is advanced legal compliance and planning.

Taxation planning — Many small businesses fail to investigate the proper application of sales, use, excise, payroll, personal property or business license or other state and local taxes to their particular type of business. After years of operating without tax compliance, companies can find themselves owing several times the amount of the original tax liability as a result of interest and penalties. In addition, sales tax and payroll tax fall within the family of trust fund taxes for which owners have personal liability without regard to the protections offered by the corporate veil. Moreover, these liabilities are not dischargeable in a personal bankruptcy and can therefore follow owners for decades.

Under our preventative approach, your company’s cash flow is more reliable; you can generate profits or raise capital with reduced risk and your business enjoys greater profitability.

Assistance With International Business and Commercial Transactions

Doing business internationally introduces contractual and regulatory complexities as well as serious tax considerations. Drawing on direct advice from a vetted international network of attorneys licensed in jurisdictions around the world, we provide guidance on strategic decision-making and perform cross-border due diligence, organizational structuring and transactional structuring

Our professional experience in this area is extensive and includes:

Comprehensive “Reverse Due Diligence” Adds Value to Your Transactions

Our proactive approach begins with a top-to-bottom diagnostic review of your legal function to identify potential problems and areas for improvement. As project management professionals who identify and exploit profit opportunities, we continuously refine strategic and tactical policies with the goal of maximizing enterprise value while mitigating or eliminating risk.

The areas we routinely address include: