Trust the Leaders

Issue 6 / Winter 2003

• Why Head South?: Georgia Eases the Retirement Income Tax Burden As retirement approaches, many Georgians have historically thought about how to establish their legal residence in the state of Florida. Florida has no state income tax for individuals.
• Commercial Leasing: How to Avoid Costly Mistakes Virtually all of our clients have commercial real estate needs of some type, and most have leased some or all of their real estate locations. Despite this frequent need to negotiate real estate leases, we find that many of our clients are too quick to accept the landlord’s “standard form” lease, in large part because they do not understand the terms of the lease being presented to them or the most advantageous way to proceed with lease negotiations. The following is a list of some of the most common issues that clients need to address when leasing real estate.
• The Madrid Protocol: The One-Stop Shop for International Trademarks The Madrid Protocol is a multinational treaty that will provide United States-based companies an international alternative to local or regional trademark registration systems. The protocol will allow a trademark to be registered in all selected member countries as of the submission date of a single application in the local trademark office. Each country’s trademark office will then evaluate the application against other registered marks according to national standards. U.S. trademark owners can file applications pursuant to the Madrid Protocol beginning on November 3, 2003.
• The Big Chill: “Freezing Out” Minority Shareholders in Georgia Corporations Ms. Smith is the majority owner of ABC Company, a privately held Georgia corporation. Mr. Jones owns the remaining outstanding shares of ABC Company. After a falling-out, Mr. Jones goes to work for ABC Company’s largest competitor, XYZ Company. Ms. Smith suspects that Mr. Jones is using his ownership interest in ABC Company to gain access to company information which he is using to further the interests of XYZ Company to ABC Company’s detriment. Ms. Smith wishes to terminate her economic relationship with Mr. Jones, but Mr. Jones isn’t willing to sell his shares and she has no contractual right to force him to do so. Ms. Smith has heard about something called a “freeze-out” merger, but isn’t sure if it will help her situation.
• Dispute Resolution: When to Take an Alternative Path Litigation resolves commercial disputes. However, litigation can be expensive. Litigation can also consume large quantities of the valuable time and energy of a company’s employees and owners. Parties to a lawsuit often spend many years pursuing expensive discovery, exchanging documents, taking depositions, fighting over what information should have been produced but was not, proceeding to trial, obtaining a judgment from either the judge or the jury, and appealing the judgment. More often than not, litigation can make even the victorious company ask: “Was it worth it?”