Business Attorney in Duluth, GA

Non-U.S. citizens and non-residents can own and operate Georgia LLCs and corporations, but there are specific considerations. Foreign nationals who are non-residents cannot be shareholders of an S-Corp — making a C-Corp or LLC the appropriate choices. For a single-owner LLC owned by a foreign national, the IRS default tax treatment may differ from a domestic single-member LLC, and tax withholding obligations can apply to distributions. Beyond tax structure, operating agreements for businesses with international owners should address what happens if an owner's visa status changes, since a business partner's deportation or departure from the U.S. can create practical governance issues that a well-drafted operating agreement can anticipate. We work with Duluth's international business community on all of these issues.

Buford Highway commercial leases involve Gwinnett County properties with high commercial activity and landlords who are often sophisticated commercial real estate operators. Critical terms to negotiate: personal guarantee scope (whether you are personally liable for the full lease term or a shorter period), permitted use definitions (whether your specific type of business is expressly permitted), exclusivity provisions (preventing the landlord from renting to a direct competitor in the same center), assignment and sublease rights (your ability to transfer the lease if you sell the business), and renewal option terms. In Duluth's competitive Buford Highway market, landlords start with favorable-to-landlord lease forms — having an attorney negotiate before signing can save tens of thousands of dollars over the lease term.

Without a written operating agreement, a Duluth LLC is governed by Georgia's default LLC Act provisions — which rarely match what the partners actually intended. Default rules include equal voting rights regardless of ownership percentage, and a requirement for unanimous consent on major decisions. These defaults can create deadlock in any two-person LLC where the partners disagree. More critically, without a written agreement, one partner's understanding of the business's value, ownership percentages, and exit terms may be completely different from the other's — and there is no document to resolve that disagreement without litigation. We regularly help Duluth business partners document their existing arrangement in a proper operating agreement before a dispute forces the issue.

Business succession to family members is a multi-step legal and financial process. The legal component involves: a formal business valuation, a transfer structure (outright gift, sale on installment, or gradual transfer through equity grants), tax planning to minimize gift and estate tax on the transfer, and an updated operating agreement that reflects the new ownership and governance structure. If your children will run the business, you also need employment agreements or management agreements that define their compensation and authority during the transition period. The succession plan must also be integrated with your personal estate plan — the business transfer and your overall estate plan should be consistent and mutually reinforcing. We handle business succession as a practice area, not a one-off transaction.