Articles Posted in CORPORATE AND PARTNERSHIP LITIGATION & DISPUTES

As an Atlanta, Georgia Business Litigation Attorney, I have seen a change in the way business is conducted since the economy started to decline a few years ago. The change is most evident in heavily populated urban areas like Atlanta, but can also be seen across Georgia. The level of trepidation is palpable and Georgia business deals are heavily scrutinized. This means your Georgia business lawyer should conduct intense due diligence prior to letting their client enter into any Georgia business agreement.

The shift can be attributed to the struggle that most businesses are engaged in due to the poor global economic situation. The economic climate has influenced the business community to become more ruthless. Many companies are enforcing contractual agreements strictly and not allowing for any leeway in interpretation or timing. The ability of a customer to pick up the phone, and with a short phone call, gain one-time forgiveness for a particular contractual term, like a payment deadline, is limited. Most companies are tightening their belts and putting profits before customer service and long-standing relationships.

Unfortunately, the state of the economy has encouraged a more serious and illegal type of behavior. Some business people are resorting to fraudulent activities in their business dealings. These activities include, but are not limited to, false advertising, product misrepresentation, and substandard quality resulting in known product defects. As the incidence of business failure increases, more business are resorting to these desperate measures. Because of this, Georgia business dealings between close friends, relatives, and long-time business partners are being scrutinized more closely.

The overall result is a climate of general apprehension. When faced with any contractual issue, it is imperative to seek the legal counsel of a competent Atlanta, Georgia Business Litigation Law Firm. An experienced Georgia business litigation attorney can assist in protecting you during contract negotiations when setting up a business deal and help you later on if disputes arise. As a consumer being represented by an Atlanta business lawyer will let you know your rights up front. As a business owner working with an Atlanta business attorney will give you knowledge of your level of risk and responsibility in any business arrangement.
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While each state has its own laws regarding operating agreements, Georgia business law does not specifically require LLCs to have a Georgia operating agreement. However, it is wise to draft one, since the operating agreement is arguably the one document that provides significant legal protection to members of any partnership or corporation. In my Atlanta, Georgia Business Law firm, I have seen many clients come to me with serious issues stemming from a failure to draft this agreement, especially in family run businesses. Neglecting to draft this document before or upon creating a partnership or corporation often results in costly and time-consuming litigation.

The Georgia operating agreement allows you to define the LLC’s financial structure and working relationships between members. Key items to be addressed and defined by the agreement are percent ownership of each member, duties and rights of each member, voting power of the members, allocation of profits and losses, the management model and rules for meetings and voting. Additionally, the operating agreement will include provisions that outline not only what will occur if the business is sold, but also what will happen if a member dies, becomes incapable of performing the stated duties, or wants to sell their share of the business.

Although an operating agreement in Georgia can be oral (for multi-party LLCs only), it is always best to prepare it as a formal written document. In Georgia, the preparation of a written operating agreement should not be overlooked for several important reasons. It will help limit misunderstandings between members, ensure that the business is run by the rules established by the owners (not by the default rules of Georgia statute) and it will protect the company’s limited liability status (by preventing “piercing the corporate veil“). Protecting the company’s limited liability status is especially important if one person owns the LLC. With a properly drafted operating agreement, the one-person LLC can easily defend its status as an LLC in court proceedings, and the owner can avoid personal liability issues.
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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. Business persons 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 Libby Law Firm assists individuals, businesses, and entrepreneurs in Atlanta business litigation claims, business transactions, and protection of businesses and their corresponding individuals.
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In my practice 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 Libby Law Firm 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.
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