Opportunity Knocks, But for Whom?

By William J. Piercy

A common issue faced by the corporate officials of a closely held company is whether they are obligated to pursue new all business opportunities presented to them on behalf of the company, or whether they may do so on their own or with others.  A corporate opportunity …


Management of LLCs By Non-Members

by William J. Piercy

In Internal Medicine Alliance, LLC v. Budell, 290 Ga. App. 231 (2008), two physicians, Budell and Verbitsky agreed to create a medical practice together.  They formed a new company, Internal Medicine Alliance, LLC, through which to run the business.  Although IMA’s Articles of Incorporation …


Partnership Agreement: Who Reads Those Things Anyway?

by William  J. Piercy

Kellett v. Kumar, 281 Ga. App. 120 (2006).  This case highlights the importance of complying with the express terms of a partnership agreement.  In 1980, Surender Kumar, Veeni Kumar, and Ellen Troup (collectively, the “Limited Partners”) invested and became limited partners in Westbury Associates, Limited Partnership (“Westbury”).  …


Any Ship But a Partnership

by William  J. Piercy

Yun v. Um, 277 Ga. App. 477 (2006).  In this business divorce case, Mr. Yun and Mr. Yi began their business relationship as employer-employee.  Yun, the owner of several businesses, employed Yi to manage a (largely unprofitable) grocery store that Yun owned for approximately ten years.  In …