Five Questions for a Small Business Attorney: Glenn Lyon, MacGregor Lyon, LLC

This new feature is where we talk to professionals dealing in other areas of expertise that affect small business. Today's topic is the Law and Small Business with attorney Glenn Lyon of MacGregor Lyon, LLC. Stay tuned for Glenn's article on our blog.

SL: What is the # 1 legal issue facing small businesses today??

GL: Failure to properly incorporate and maintain corporate documentation and records. Corporations are required to have by-laws and organizational and meeting minutes; LLCs are not technically required to have an operating agreement, but I would never recommend that an LLC operate without a comprehensive operating agreement. Failure to create and keep these records and documents can result in what is known as, “piercing the corporate veil.” This occurs when the company is not being operated properly and it is stripped of its limited liability – the primary legal reason to incorporate or form an LLC.

SL: What are the biggest pitfalls in the incorporation process?

GL: Similar to the previous question , failing to draft and execute by-laws (or an operating agreement, if an LLC) and organizational minutes that officially set up the corporation and establish its shareholders, directors and officers. The incorporators of the company issue shares to the stockholders; the stockholders elect the board of directors; the board of directors elects the officers. Without these initial documents, a company cannot be run appropriately. E.g., how can a corporate function without a president or a board of directors? Again, the company may lose its limited liability protection and the personal assets of the owners or incorporators will be vulnerable.

SL: How does MacGregor Lyon differentiate themselves from larger firms in the city?

GL: Service, realistic rates and flexible billing options. Most large and even medium-sized firms are overkill for most small businesses, especially when it comes to fees and personal contact with the attorney in charge of the client file. Often, the business owner initially speaks with the partner in charge, but is then relegated to an associate who has much less experience and decision-making power, if any. We also offer free initial consultations, which overhead-conscious business owners like.

SL: What is required of a small business to use you as their outsourced 'in house counsel'?

GL: Generally, we request that a new or existing business to complete a questionnaire that provides a majority of the information we need to determine the business’ needs and then tailor an engagement that best fits. For example, hourly billing versus a flat fee, or maybe a monthly retainer. We understand that small and new businesses have to keep a watchful eye on its cash flow and overhead – we are a small business ourselves. As such, we pride ourselves on be flexible on how we bill our business clients.


SL: What about contract law in GA is creating the most confusion for small business owners in the real world?

GL: Right now, probably non-competes. They are everywhere, but few employees and employers understand them and which ones are enforceable in Georgia. They must be narrowly-tailored in order to be enforceable in Georgia. They must apply to the same geographic location where the employee worked, include only the services the employee actually performed and generally be two (2) years or less from the date of employment termination. One also has to be mindful of choice of law and forum selection provisions that dictate which state’s law applies and where an action must be filed.

SL: How can we contact you??

GL: I can be reached through our website at www.macgregorlyon.com, via e-mail at glyon@macgregorlyon.com, or by phone at 404-942-3545.

Thanks Glenn for your great info and one of the things I like best about MacGregor Lyon is that they are small business owners themselves and can really relate to issues that come up for other small business owners, legal and otherwise. Thanks again Glenn.