Atlanta Business Lawyer Blog

The Atlanta tax attorneys as well as the Atlanta Business Attorneys at The Adams Law Offices are always informing, educating, and assisting individuals and business owners about incurring taxable income (tax liability) without the liquidity to pay taxes on this income. This scenario can be a taxpayer’s worst nightmare and often generates significant internal struggles, infighting, and conflict between business owners. The Atlanta business lawyers and Atlanta tax lawyers at our Firm refer to the scenario of incurring tax liability without producing the liquidity to pay these taxes as “phantom income.” “Phantom income” means you have taxable income but no cash to pay taxes on this income.

“Phantom income” occurs most frequently in Subchapter S corporations and limited liability companies (LLCs), which are presently the most common and popular business entity forms for doing business in Georgia. This is especially true in small businesses owned by taxpayers who may not be aware how “phantom income” can be incurred or what “phantom income” is.

“Phantom income” occurs when Subchapter S corporations and LLCs are taxed. The income in these business entities is passed to the owners whether or not cash is actually distributed to the owners. Moreover, if a business makes a profit, at least for tax purposes, but the business owner(s) keeps most of the money in the business as so often is the case (especially in small businesses), then a “phantom income” scenario can result.

For example, suppose your business has a tax profit of $100,000, but you only distribute $10,000 because you need the rest of the money in the business to keep operating the business. However, you are taxed on $100,000 even though you only received $10,000. This is one instance where you have been the unknowing casualty of “phantom income.”

Thus, the question arises: How do you avoid phantom income? The answer is the proper drafting and prudent use of a well-crafted operating agreement.

Continue reading "TAX AND BUSINESS LAW FIRMS -- BEWARE OF “PHANTOM INCOME” IN YOUR CLIENT’S LIMITED LIABILITY COMPANY (“LLC”) OR “SUBCHAPTER S” CORPORATION" »

As Atlanta construction litigation attorneys and Atlanta Business attorneys alike, I know that one of the most important tools for contractors and subcontractors looking to protect their rights and ensure payment on a building or construction project is a lien. I also recognize that nothing is more frustrating to a new homeowner or property owner than an improperly filed lien, or an unexpected lien filed by a subcontractor after the property owner believes everyone has been paid.

The Georgia Legislature has recently made subtle but significant changes to the lien laws in Georgia. These changes state when and how a lien must be filed, how it can be removed, and how the lien may be enforced.

Several years ago, the law was changed to state that only attorneys may file liens. However, even Georgia real estate and construction attorneys may not be familiar with these changes and the various statutory requirements and “hoops” one must “jump through” to have a valid lien on file in the property records. Consequently, it is very important to consult Atlanta Construction Lawyers very familiar with lien laws in general, and the new changes in particular, if you are a contractor, subcontractor, or supplier looking to protect your rights, or if you are a property owner looking to challenge a lien.

In this ever-changing real estate and construction market, it is increasingly important to protect your hard work and your real property investment. This is why you must choose Atlanta real estate, construction, and business attorneys who understand the complexity of these revised lien laws and who can advise you on how to protect your business, your hard work, as well as your investment.

The Adams Law Offices has been at the forefront of the revised lien laws and the new Georgia construction arbitration statutes as they relate to contractors, builders, and homeowners alike. Our Firm of Atlanta construction attorneys specialize in liens, the “Right to Repair Act,” the new Georgia construction arbitration statutes, procedures and laws.

We would welcome the opportunity to discuss your construction, real estate and business matters with you. Please feel free to call our Firm (404) 467-8611 or 1-877-412-3267, to discuss your options. You can also send us a message through our confidential Web Site form.

Our Firm is conveniently located in the Buckhead section of Atlanta, Georgia, near the intersection of Piedmont and Roswell Roads.

Our Firm assists clients throughout the Metro Atlanta area, Georgia, and the United States. Some of these areas include the following cities, communities, counties, and US States:

Atlanta, GA metro area, Alpharetta, Fairburn, Roswell, Sandy Springs, Buckhead, Decatur, Lithonia, Druid Hills, Dunwoody, Tucker, Marietta, Smyrna, Vinings, Duluth, Acworth, Fayetteville, Marietta, Lawrenceville, Norcross, Morrow, Riverdale, Canton, Milton, John's Creek; DeKalb County, Fulton County, Cobb County, Gwinnett County, Fayette County, Clayton County, and Cherokee County; LA, FL, TX, SC, NC, AL, OH, MI, CA, NY, CO, TN, NV, MO, AZ, NJ, VA, and NM.

The Atlanta business litigation attorneys at our law Firm have seen a dramatic increase in Georgia business litigation claims pertaining to partnerships, contracts, leases, and other business matters. This is especially true in the Metro Atlanta area where business failures are on the rise, financial stresses are abundant, and business outlooks and attitudes have seemingly forever changed.

On top of the legitimate “deals gone bad” amongst Atlanta, Georgia business deals and relationships, the perceptions of doing business in the Metro Atlanta area have also changed. Businesspersons of all sorts have become ever increasingly apprehensive and even mistrustful of many business dealings with otherwise close partners, acquaintances, and colleagues.

In these ever-changing economic times, one premise of business relationships has become abundantly clear. It is as follows: Look out for number one and be wary, skeptical, and guarded of all others! In fact, deals that would have otherwise have been done on a handshake; now need top-level scrutiny by experienced and sophisticated Atlanta business attorneys.

If you feel you are in a vulnerable situation as to your business relations or you may suffer damages because of the business dealings of others, or you just want to make sure you are protected in these troubled ruthless times, you should contact one of our Atlanta business lawyers to evaluate your situation and advise you accordingly. The Adams Law Offices assists individuals, businesses, and entrepreneurs in Atlanta business litigation claims, business transactions, and protection of businesses and their corresponding individuals.

Our Firm would welcome the opportunity to assist you concerning your business needs. Please feel free to contact us (404) 467-8611 or 1-877-412-3267 to discuss your options. Please also feel free to send us a confidential e-mail through our Web Site “Contact Us” form.

The Adams Law Offices has its main Atlanta office conveniently located in the heart of Buckhead near the intersection of Roswell and Piedmont roads. Our Firm assists clients throughout the Metro Atlanta area, Georgia, and the United States. Some of these areas include the following cities, communities, counties and US States:

Atlanta, GA metro area, Alpharetta, Fairburn, Roswell, Sandy Springs, Buckhead, Decatur, Lithonia, Druid Hills, Dunwoody, Tucker, Marietta, Smyrna, Vinings, Duluth, Acworth, Fayetteville, Marietta, Lawrenceville, Norcross, Morrow, Riverdale, Canton, Milton, John's Creek; DeKalb County, Fulton County, Cobb County, Gwinnett County, Fayette County, Clayton County, and Cherokee County; LA, FL, TX, SC, NC, AL, OH, MI, CA, NY, CO, TN, NV, MO, AZ, NJ, VA, and NM.

As an Atlanta construction litigation and arbitration attorney, the initial question I have in any new case is, who is potentially liable for the claims in this matter? The business and construction litigation attorneys at my Firm often discuss Georgia construction claims, piercing the corporate veil, who is liable and how do we collect from them in order to make our clients “whole”. We want you to know the following:

If you are the owner who just bought a new property and want to bring claims for defective construction against the builder in the Metro Atlanta area, you are going to want to know who may be liable for your damages, and equally as important, from whom will you be able to recover. Conversely, if you are an Atlanta area contractor, subcontractor, or other construction professional who has been sued, you will want to analyze your exposure: who is at risk and for how much?

In my experience as a Georgia construction litigation and arbitration attorney, people, including attorneys who do not commonly handle construction cases, answer these questions by looking to the construction company. Many people assume that if the company is incorporated, the individuals who own and work for the company are protected from any liability.

Under Georgia law, however, there are numerous ways that an officer or employee of a corporation may be personally liable for claims raised in a construction suit. These can be powerful weapons in construction litigation. It is critical that any person involved in these suits, whether as plaintiffs or defendants, be aware of these potential claims and, more importantly, hire an attorney who knows and understands these issues. Our Atlanta business litigation attorneys will analyze what is known as “piercing the corporate veil”. This legal tactic allows Atlanta business, construction and arbitration attorneys to recover monies from builders and contractors who have not run their company properly.

The Adams Law Offices helps individuals, homeowners, businesses, builders, contractors and construction companies in real estate litigation in Georgia construction arbitration, real estate disputes as well as other related legal matters.

Please feel free to contact us (404) 467-8611 or 1-877-412-3267 to see how we can assist you. Please also feel free to send us a confidential e-mail through our Web Site contact us form. The Adams Law Offices is conveniently located in the Buckhead section of Atlanta, Georgia near the intersection of Piedmont and Roswell Roads.

Our Firm helps clients throughout the Metro Atlanta, Georgia area including the following cities, communities, and counties:

Atlanta, GA metro area, Alpharetta, Fairburn, Roswell, Sandy Springs, Buckhead, Decatur, Lithonia, Druid Hills, Dunwoody, Tucker, Marietta, Smyrna, Vinings, Duluth, Acworth, Fayetteville, Marietta, Lawrenceville, Norcross, Morrow, Riverdale, Canton, Milton, John's Creek and other cities throughout North Georgia. DeKalb County, Fulton County, Cobb County, Gwinnett County, Fayette County, Clayton County and Cherokee County

As an Atlanta, Georgia, arbitration, home defect, and construction lawyer, I am noticing more and more frivolous claims from Georgia home purchasers and buyers that architects, contractors, builders, sub-contractors, and other persons involved in the construction of a new home, are failing to meet the obligations of the construction contract. These same Georgia home purchasers and buyers are refusing or failing to allow “draws”, or otherwise pay construction professionals, per the construction contract. In fact, they are finding any reason to say that the Georgia construction professionals have not met their obligations per the Georgia construction contract. In my Atlanta, Georgia, construction arbitration and real estate dispute law firm, I am finding that many of these claims, by the purchasers and buyers of these homes, are arising from the fact that these new home purchasers and buyers have fallen on hard financial times.

To be brief, they are looking for a way out of paying you under the obligations of your Georgia new construction contract. Under their theory, a penny owed and not paid, is a penny earned. This is a terrible and pitiful way to try to get of paying under the new construction or new home purchase contract or bargain for a reduction in price. This is especially true given the tough times that construction professionals are enduring in Georgia. These hard-working construction professionals must be paid every penny they have contracted for and earned. This is especially true given the harsh financial and real estate environment they must endure.

In my Georgia construction arbitration and real estate dispute law firm, I handle many matters where purchasers and buyers of new homes are refusing to pay for the design and construction of their home and complaining about upgrades, construction timing issues, “punchlist" items, quality of work, and sub-contractors issues. The list of items and excuses I have heard is endless, somewhat pathetic and every now and then, humorous.

In successfully representing countless Georgia architects, contractors, builders, sub-contractors and other construction professionals, it is important to note that arbitration clauses in new construction contracts are binding and the sole remedy for causes of action and claims, which occur on or after April 28, 2006. Any prior construction or building dispute claims shall continue to be governed by prior law.

As such, every construction professional should know that new home purchasers and buyers are looking for any and every way to avoid paying the full and just price for their new home. The fact that they may have fallen on difficult financial times is their problem, not yours.

Continue reading "GEORGIA ARCHITECTS, CONTRACTORS, BUILDERS, SUB-CONTRACTORS AND OTHER CONSTRUCTION PROFESSIONALS -- BE AWARE OF ANY TYPE NOTICE OR SUGGESTION FROM THE GEORGIA HOME PURCHASER OR GEORGIA HOMEOWNER ABOUT NOT PAYING YOU" »

As an Atlanta construction arbitration and home defect lawyer, I feel any person, family or business involved in the residential home building industry should be aware that there have been recent changes to the Georgia Code as it relates to new construction contracts and arbitration clauses. Arbitration is a form of dispute resolution, however, unlike mediation, a decision is rendered in favor of one party or the other after a “hearing” or “trial” where an “arbitrator” or “arbitration tribunal” hears evidence, arguments, and other relevant matters and issues concerning the facts and circumstances surrounding the new home construction and real estate dispute.

Because nearly every Georgia new construction contract contains a form of arbitration provision, this is important news for everyone in Georgia involved in new construction, building or renovation. This is especially true for the purchasers and buyers of any newly constructed home in the Atlanta area. Businesses and families entering into new construction, building, or renovation contracts should be extremely cautious about clauses that limit the remedy of any new construction or real estate dispute to binding decision via the arbitration process. This is because the Supreme Court of Georgia has recently ruled, arbitration clauses in new construction contracts are legally binding and your sole remedy under Georgia real estate, construction and contract law. In other words, if you feel the decision made by the arbitrator or arbitration tribunal, was legally wrong or flawed, you have no right to appeal to a higher court of law, or any other court of which would have had jurisdiction had there been no arbitration clause in your Georgia real estate construction contract.

Here is a short list of the types of construction defect cases our Firm handles and which are likely subject to Arbitration:

• Roof Problems and Defects
• Foundation Problems
• Water Leaking, Intrusion and Infiltration
• Improper Drainage or Draining Failure
• Mold and Defective or Dangerous Air Ventilation
• Improper Grading
• Violation of County and State Building Codes
• Improper Foundation Placement
• Failure to Diagnose or Set up Safety Features
• Improper Stucco or Flooring
• Brick Defects and Mortar Issues
• Roof Defects
• Building Code Violations
• Construction Site Safety
• Americans with Disabilities Act (ADA) Inspections and Compliance Reports
• Safety Code Violations
• Construction Management
• Structural Design Flaws

In order to properly protect your real estate investment, I strongly feel that anyone entering into to a construction contract or a new home building contract should retain a real estate business contract lawyer to review, negotiate, or redraft any real estate construction contracts which are unfair to you or “one-sided” in favor of any other party to the contract. In my opinion, as a Georgia construction law attorney and Atlanta construction lawyer, a “best practice rule" for entering into any new construction contract or real estate building contract, is to hire a real estate business contract attorney or construction lawyer to review and make changes to any Georgia real estate contract to protect your interests and investment.

Continue reading "ARBITRATION PROVISIONS ARE BINDING IN GEORGIA NEW CONSTRUCTION CONTRACTS – AND, MOREOVER, LIKELY YOUR SOLE REMEDY UNDER GEORGIA REAL ESTATE LAW" »

As an Atlanta, Georgia partnership dispute lawyer, I often see one partner left trying to keep up all the accountability of the business and/or partnership responsibilities to the detriment of their livelihood, family, monies, and credit, while the other business partner or partners disappear into the "woodwork" having little or no accountability for partnership debts, liabilities or problems.

Partners owe a fiduciary duty to each other and are generally jointly and severally liable for partnership responsibilities, liabilities, and debts. Therefore, our Firm's advice is not to let your partner off the hook just because you are adhering to your own sense of responsibility. If you have been in partnership and feel you have been left with all the responsibilities, liabilities and debts of a failed partnership, please know that you should contact an Atlanta partnership litigation attorney immediately. The Adams Law Offices assist individuals, businesses, and entrepreneurs in holding their respective partners to their obligations. Despite the circumstances of your failed business and/or partnership, our Firm would appreciate the opportunity to hear about your circumstances and offer our assistance in rectifying and equalizing your partnership responsibilities.

Please feel free to contact us at (404) 467-8611 or 1-877-412-3267 to discuss your options. Please also feel free to send us a confidential e-mail through our contact us form. The Adams Law Offices is conveniently located in the Buckhead section of Atlanta, GA near the intersection of Piedmont and Roswell Roads.

Our Firm represents clients in the Atlanta metro area, Alpharetta, Fairburn, Roswell, Sandy Springs, Buckhead, Decatur, Lithonia, Druid Hills, Dunwoody, Tucker, Marietta, Smyrna, Vinings, Duluth, Acworth, Fayetteville, Marietta, Lawrenceville, Norcross, Morrow, Riverdale, Canton, Milton, John's Creek and other cities throughout North Georgia.

As an Atlanta breach of contract lawyer, I am seeing more and more Georgia breach of contract claims. My opinion is that part of the increase in frequency of breach of contract claims is attributable to the difficult economic times we have encountered. In my Georgia business litigation law firm, I have seen a dramatic increase in breach of contract claims relating to business, real estate, lease agreements, and other forms of contracts. However, the proper way to handle a breach of contract situation is to seek an experienced breach of contract lawyer as soon as you think a claim may exist.

A breach of contract in legal terms amounts to a broken promise to do, or not do an act. Under general principles of law, a breach of contract occurs when a party fails to perform any material term of a contract without having an acceptable legal reason. The contract may be written, oral, or even implied. Under Georgia law, a breach of contract may include not finishing a job, failure to make payment in full or on time, failure to deliver goods, substituting inferior or significantly different goods, not insuring goods, or even failure to begin work on an agreement. In fact, if a party conveys they will not be able to perform under a contract, this is constitutes a form of breach of contract called “anticipatory breach,” and occurs where a party indicates by words or acts that party will not begin, complete, or otherwise materially perform the promised work.

Continue reading "ATLANTA, GEORGIA BREACH OF CONTRACT CLAIMS ARE ON THE RISE" »

As an Atlanta, Georgia home defect lawyer and homeowner, I know well the importance of having that perfect house built for you. For the most part, a house is one of, if not the biggest investments, most persons will make in their lifetime. This underscores importance of being extremely diligent and using your best efforts to receive the quality house that you likely have partially paid for and will likely be paying for many years into the future. Oftentimes, you will find that one of the best decisions you can make to ensure your investment is protected, is to retain an experienced real estate construction law firm to represent you and protect your investment.

In my practice as an Atlanta, Georgia house defect lawyer, I find more and more cases where builders/contractors and their sub-contractors are cutting corners in the building of your house to make ends meet. When this is done, you are the one who is left with the defective house, many frustrating home defect problems and the inability to sell your house. These home defects usually result in you taking a large loss in market value of your home. This means that you are essentially stuck with a defective house unless you sell it for much less, than you paid.

The fact of the matter is, most builders will cut corners and build you a sub-standard quality building if they feel they can get away with doing this. This is more so the case with sub-contractors who do the majority of the work and should have to answer to the builder/contractor. In reality, however, the sub-contractors are usually left to themselves with the builder or contractor checking on them very seldom. It is important for you to know that the builder/contractor is responsible for the acts of sub-contractors and any negligent, wrong or defective building done by them. Many of sub-contractors will cut corners and hide this from the builder/contractor. Georgia law is clear, however, that the builder/contractor is responsible for any material defects concerning the building and construction of your house.

If you suspect your builder, contractor, or one of their sub-contractors are cutting corners in the construction of your house, or you want to ensure that your large investment in your home is protected, The Adams Law Offices represents all parties to construction, building, and real estate contracts, construction arbitration, mediation, disputes and litigation. This includes residential homebuyers, purchasers and sellers; residential homebuilders, builders, contractors and sub-contractors; and, commercial lessors and lessees. Our Firm specializes in aggressively resolving real estate, home defect and building disputes and represent clients throughout the metro Atlanta and North Georgia areas. The truth is, most building disputes arise when the damage is already done and one party to the contract needs to seek legal relief. However, we are available review, negotiate or draft any construction contract or home purchase and sale agreement so that you are protected.

Please feel free to contact us (404) 467-8611 or 1-877-412-3267 to see how we can assist you. Please also feel free to send us a confidential e-mail Web Site contact us form. The Adams Law Offices is conveniently located in the Buckhead section of Atlanta, GA near the intersection of Piedmont and Roswell Roads.

As an Atlanta, Georgia home dispute lawyer, I am extremely aware of the importance of having that perfect house built for you. Moreover, recently, I find that even some of the best builders, contractors and subcontractors are cutting corners in the building of your home. This results in eventual material damages that may not be evident in the beginning or initials phases of the construction of your home or while you are living in your home after it is allegedly “finished”; however, they will show themselves over time and create a financial and lifestyle nightmare for you, the homebuyer.

Below is a list of the most common claims and cases our Firm currently has against builders, contractors and sub-contractors:

• Use of Substandard Building Materials
• Negligence in Construction
• Breach of Contract
• Home Building Fraud
• Fraudulent Home Disclosure
• Failure to Disclose Material Home Defects
• Misrepresentation in Home Selling, Building and Construction
• Hiding Defects in Home Purchase and Sale Agreements and Seller’s Disclosure Statements
• Non-Compliance with Industry Standards for Home Construction
• Failure to Maintain or Adhere to Industry Standards in Home Construction
• Incomplete or Poorly Completed Work in Building and Construction of Residence

If you feel that your builder, contractor or sub-contractor is cutting corners in the construction of your home, or you want to protect yourself from this possibility. The Adams Law Offices represents homebuyers, purchasers and investors in construction arbitration, real estate disputes and property litigation. Our Firm also reviews, negotiates, and drafts real estate construction, home building and business contracts. Please feel free to contact us (404) 467-8611 or 1-877-412-3267 to see how we can assist you or feel free to send us a confidential e-mail Web Site contact us form. The Adams Law Offices is conveniently located in the Buckhead section of Atlanta, GA near the intersection of Piedmont and Roswell Roads.

As an Atlanta, Georgia, business dispute and agreement lawyer, I know there are many important considerations concerning the signing of any employment agreement. This is true for both the employee and employer alike. Much of what is factored in to any Georgia Court’s decision will be the facts and circumstances surrounding the signing of the Georgia business agreement. As an Atlanta, Georgia business contract lawyer, I often will defend cases based on these circumstances. For instance, if the employer set matters forth concerning the employer-employee agreement to the employee before he or she was hired, gave the employee time to consider these matters, and review the business contract, then it is much more likely that a Georgia Court will hold this business contract enforceable against the employee.

The legal reasoning is, that if the employee had the time to read the document, have a Georgia business contract lawyer review the contract and advise her or him on matters, and consider the all the pertinent clauses as part of the consideration of whether to accept the employment position, then the employee had the opportunity to bargain for his or her employment terms. In contrast, if your employer requests or demands you sign any business agreement after your employment, the Georgia Courts will likely look at this as a coercive tactic not bargained for with your employment. In such instances, a smart employer with offer some consideration besides “implied” or “actual” continued employment. On such example would be coupling the signing of a Georgia business contract with a salary change or restructured benefits.

If your employer requires you sign a Georgia business agreement concerning your employment, you should play it safe and retain an Atlanta business lawyer to review this agreement and advise you concerning the consequences of your decision. In contrast, if you are an employer, and you feel that your employees should be bound by the terms of any business agreement. You should have a Georgia Business attorney or a Georgia business law firm to carefully craft your Georgia business contracts or review the ones you presently have to see if they are enforceable.

The Adams Law Offices represents clients in all phases and matters concerning Georgia business contracts. Please feel free to call Our Buckhead Office 1-877-412-3267 or (404) 467-8611 to discuss your options, or send us a message through our confidential Contact Us form. The Adams Law Offices is conveniently located near the where Roswell and Piedmont Roads intersect in the heart of Buckhead.

As an Atlanta, Georgia business contract lawyer, I often see clients who are threatened with a lawsuit seeking to stop them from competing with their former employer. I also see many “former employees” of these employers who are surprised to find that in many instances, these non-competition (“non-compete”) contract, provisions and clauses can and will be enforced. Nevertheless, whether they will be enforced by a Georgia Court, depends on many different factors. In deciding whether to enforce a “non-compete” agreement, Georgia Courts must find that the non-competition provisions of the employee’s contract were “reasonable” in the following areas:

1. Geography – As a Georgia non-competition attorney who has business clients who are both employee and employer, the competition must be restricted to a reasonable geographic area. What is “reasonable” depends on the area of work involved, the demographics of the area, and many other factors.

2. Time Period – To be enforceable, a Georgia non-compete agreement must be reasonable in the scope of time it restricts an employee from working. This largely depends on the type of work, the frequency of the type of employment which occurs in the demographic area, and many other factors. As an Atlanta business contract attorney, I am seeing that more and more employers try and push the outer limits of a time period for a former employee to work in a competitive field. As a general rule, two years is about the maximum amount of time a former employee can be restricted from working. More common, is a one year restriction from competing.

Continue reading "NON-COMPETITION AGREEMENTS, PROVISIONS AND CLAUSES IN GEORGIA BUSINESS CONTRACTS – WHEN ARE THEY ENFORCEABLE? " »