corporations Archives

Dec 10, 2019

What to Expect from Georgia’s New State-wide Business Court

On July 15, Governor Brian Kemp appointed Judge Walter W. Davis, an experienced commercial litigator, to serve as the first state-wide business court judge. Less than a month later, he was unanimously confirmed to serve as the first business court judge by the Georgia Senate and House of Representatives. This was one of the last major steps in making the Georgia State-wide Business Court a reality. The business court was approved by Georgia voters in the November 2018 election and codified with bipartisan support in the 2019 legislative session. O.C.G.A. § 15-5A-1 et seq. Although opponents voiced concerns over the… Read more

Feb 7, 2019

Selling a Corporation – Asset vs. Stock Sale?

The 2017 Tax Act creates new opportunities for asset sales, particularly for sellers of businesses that are carried on in corporate form. Whenever a business owned by a corporation is sold, the parties have to negotiate whether the transaction will be structured as an asset sale or a stock sale. For tax purposes, asset sale treatment is generally more attractive to a buyer and may induce a buyer to pay a premium over what it would pay for a stock purchase. Conversely, an asset sale will usually trigger higher tax expense to the seller. Prior to the recent tax law… Read more