As a business lawyer, I have had a number of business persons ask me, “do corporations in Georgia need to be represented by an attorney?” The answer is a resounding “Yes”.
First, in Georgia business litigation matters, corporations must be represented by a licensed Georgia attorney in “courts of record.” Eckles v. Atlanta Tech Group, 267 Ga. 801, 485 S.E.2d 22 (1997). The Georgia Supreme Court found that although a corporation may be considered to be a “person” under Georgia law, when the corporation is facing litigation, it must hire an attorney to be represented in court. The Court reasoned that because a corporation can only act through its agent, when that agent represents a corporation in court, he or she is acting as a legal representative and must be a licensed attorney. Thus, a corporation cannot represent itself in court and must hire a business attorney.
Although not required by law, several other essential reasons exist for having an experienced Georgia business attorney involved in your company’s non-litigation matters. Having a knowledgeable attorney represent your business from the outset can save your corporation substantial monies, unnecessary trouble and expense, and protect your business from costly disputes and litigation. Areas in which an attorney can be extremely beneficial include, but are not limited to, ensuring proper corporate entity formation, employment contracts and hiring or firing decisions, entering into third party contracts, and avoidance of disputes and litigation.
• Incorporation: Deciding whether to form a corporation or a limited liability corporation (LLC) can have significant personal liability and tax consequences. Further, many specific legal formalities must be followed in order to incorporate or form an LLC, including the execution of many legal documents. Thus, it’s essential to have a knowledgeable corporate attorney advise you on the type of business entity that is best suited for your company. If you are unsure what steps your business should take, investing in even an hour of an attorney’s time can lead to a huge return on investment. Simple mistakes in incorporating can lead to serious financial and legal issues at a later time.
• Employment Contracts: Many employee disputes and lawsuits could be avoided by having an attorney involved at the outset. Claims may arise because of confusion over job duties, payment of wages, and the failure to sign important documents such as non-disclosure of company secrets or non-competition agreements. Having an attorney ensure proper employment agreements and documents are in place at the beginning of an employment relationship can save your company from unnecessary trouble and expense down the road arising from employee disputes and litigation.
• Hiring and Firing: Our Atlanta business lawyers are well versed in the employment law. We know and understand there are legally correct methods to hire, fire, and lay off employees. The business employment lawyers at our firm understand the importance properly hiring new employees and setting expectations of them, executing the proper employment contracts, legally documenting these matters, as well as engaging in an appropriate amount of other protective measures for your business. Likewise, our Atlanta business employment lawyers understand the necessary steps and measures and document employee performance, adherence to business standards, and the proper way to fire or lay off employees should the need arise. The procedures and actions we take can be crucial in case a disgruntled employee decides to file a lawsuit or an action with a governmental entity such as the EEOC.
• Third Party Contracts: It is extremely important to have your own Georgia business lawyers draft contracts and agreements in a manner favorable and protective of your business interests. Likewise, contracts offered by third party vendors, leases, and distribution agreements are often one-sided in favor of another party. As such, it is important to have a knowledgeable business attorney review all documents and contracts in order to ensure your company’s best interests are protected. Oftentimes, this includes negotiations concerning essential and material terms of any contract.
• Avoiding Disputes and Litigation: The Atlanta business lawyers at our firm understand that we live, work, and conduct business in an increasingly litigious society. Our business lawyers consider protecting you and your business from being involved in litigation an essential part of their job function. Lastly, if you are a Georgia business facing litigation, it is crucial you engage the services of an experienced Georgia business law firm immediately.
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