- Corporate LawStone & Baxter routinely advises these constituencies in the resolution of equity disputes, changes of control (hostile or otherwise), corporate deadlocks, dilutions, and other disruptive governance issues. While we aim to resolve such disputes quickly and discreetly via negotiation with minimal business interruption, it is not always possible to avoid litigation. In fact, litigation is occasionally the only option, if not the most effective and efficient option. Stone & Baxter has significant experience negotiating, litigating, resolving, and documenting definitively the resolution of almost every type of corporate governance dispute.
- Mergers and AcquisitionsStone & Baxter has decades of combined experience closing transactions of all types, with an emphasis on traditional mergers, acquisitions, joint ventures, and other business combinations, whether as asset sales or stock sales, and with or without seller or third-party financing.
- Business FormationOur attorneys have extensive experience representing clients in matters that span the business cycle, with an emphasis on commercial transactions and commercial litigation. We advise clients on business formation, general business, governance, corporate law, commercial real estate, merger and acquisition, and banking and finance issues. We also represent clients in all manner of business disputes, whether suits in state or federal court, alternative dispute resolution in mediations or arbitrations, or bankruptcy or administrative proceedings.
- Business DisputesStone & Baxter’s commercial litigation practice provides dispute resolution services to clients in almost all business-related areas of the law. Our litigators relish high-stakes business disputes and handling our clients’ most important matters.
- Business TransactionsLike Stone & Baxter, most reputable transaction practices employ a standard process and standard forms for closing most business transactions. On the one hand, that permits new clients to benefit from lessons learned from prior transactions. On the other hand, that permits clients to save money because the attorney is not “reinventing the wheel” with each transaction.
- Limited Liability CompaniesHe is the author of Georgia Corporation Law, Kaplan’s Nadler Ed., 1971, 1979, 1988, 1989, and 1990. He was also the author of the 1966 Supplement to Nadler, The Law of Debtor Relief. From 1989 to the present, Mr. Kaplan has been a co-author of Georgia Corporations, Limited Partnerships & Limited Liability Companies, Kaplan’s Nadler Edition, 1989-2017.
- Construction ContractsStone & Baxter has a proven track record of navigating clients through the minefield of construction disputes, including mediation, arbitration, and litigation. We have substantial experience in handling claims before the American Arbitration Association© and other alternate dispute resolution organizations. We have learned that the key to success in resolving any dispute is careful preparation and an understanding of the issues. Most dispute resolution provisions in construction contracts require that each side bear its own costs and attorneys’ fees. We attempt to plan our presentations with an eye of making out our client’s cases efficiently. Our policy is to always act as good stewards of our client’s resources. Our experience is that arbitrators and judges appreciate presentations that are succinct and to the point. These are our goals in each assignment.
- Intellectual Property
- Employment ContractMr. Baxter represents a variety of businesses and individuals located throughout Georgia emphasizing corporate, transactional, secured lending; employment contracts, real estate development and trusts and estates. Such representation extends to creditors as well as companies requiring financial restructuring in bankruptcy courts. A significant portion of his practice concerns regulatory proceedings before the Georgia Public Service Commission, the Federal Energy Regulatory Commission as well as other state or federal agencies concerning natural gas, telecommunications, and electricity.
- Non-compete Agreement
- Real Estate LitigationBusinesses throughout Georgia look to Stone & Baxter’s litigators for guidance, assistance, and aggressive representation in a wide range of business and real estate disputes. Representative litigation matters range from routine contract disputes to novel matters of first impression; from highly technical real estate matters to complex, “winner take all” contests involving the full gambit of injunctive and extraordinary relief.
- Construction LitigationEvery construction agreement, whether based upon industry-standard forms, such as ConcensusDocs©, AIA©, or other standard form agreement, or upon a client-customized agreement form, must be adapted to the specific project. Not every “boilerplate” provision should be employed with every contract. Our construction lawyers have the experience necessary to analyze these “standard” forms of agreement and adapt them to the specific project and to the state in which the project is located. Our experience is that great savings can result from careful review and negotiation of construction agreements at the onset of a project.
- Real Estate TransactionsStone & Baxter maintains an active commercial real estate practice. Our real estate attorneys handle all aspects of commercial real estate transactions, including acquisitions, dispositions, financing, construction, sale and leasebacks, leases, and real estate issues arising in workouts and bankruptcies. We have represented clients with virtually every type of real estate, including office, apartment, retail, industrial, condominium, and hotel properties. Our real estate attorneys understand the need to negotiate and document transactions quickly and cost-effectively while also minimizing our clients’ legal and business risks.
- Land Use and ZoningLand Use and Zoning. We help property owners and developers obtain necessary planning and zoning approvals and permits. We also represent clients in appeals before municipal zoning hearing boards and trial appellate courts.
- Condominium LawWe also have one of the most active real estate litigation practices south of Atlanta. Our real estate lawyers represent developers, builders, bankers and private investors, and buyers and sellers in disputes involving contracts, zoning, and acquisition and development (including office, retail, mixed-use, condominium conversions, and other commercial and industrial developments). They also represent borrowers and lenders in foreclosure and confirmation litigation, two rather technical and unforgiving areas that are prone to frequent litigation in Georgia courts.
- Personal InjuryGUFPA is designed to protect the public from personal injury, injury to property, and interruption of utility service resulting from damage to utility facilities (e.g., from blasting activities, excavating operations, and the like). GUFPA’s requirements are as serious as they are complex.
- Estate PlanningA thorough and proper estate plan should, as applicable, provide for the transfer of assets, provide for the care of your children, provide for decisions in the event of your incapacity, avoid unnecessary probate procedures, include a health care directive, and reduce estate taxes. Ultimately, estate planning helps ensure that your property will pass as you intended, with minimal delay, minimal probate procedures, and limited administrative costs and tax liabilities.
- Wills
- TrustsStone & Baxter has substantial experience setting-up and administering trusts, and currently represents several public and private charitable trusts.
- Power of AttorneyOur estate planning solutions range from basic wills, powers of attorney, and medical directives to more complex solutions, such as limited liability family partnerships, spendthrift trusts, and other custom asset protection strategies required by a client’s circumstances.
- BankruptcyAs an added bonus, Stone & Baxter’s knowledge of insolvency and bankruptcy law is unrivaled in Georgia. As any good estate lawyer will tell you, those are two areas that will challenge even the best of estate plans or trust constructs and which demand significant, proactive attention on the front-end. Further, that knowledge can be essential when insolvency-related litigation aims to defeat a trust or estate plan after-the-fact.
- ForeclosureRepresented a debtor with non-income producing property in a pending foreclosure. During the Chapter 11 case, we successfully negotiated a settlement with the secured lender whereby the lender accepted certain properties in exchange for satisfaction of all debts and guaranties owed by the debtor and affiliated individuals.
- Tax LawSecond, a good accountant, just like a good lawyer, can be indispensable. However, a good accountant will steer clear of providing legal advice and, except perhaps in the area of tax planning, leave entity selection and other formation issues to attorneys. To be fair to CPAs, with whom we have some of our closest professional relationships, that recommendation goes both ways.
- Debt CollectionMr. Cathey is a partner with the firm and assists businesses and individuals throughout Georgia and the Southeast in navigating a variety of complex commercial and business matters. Mr. Cathey devotes a substantial amount of his practice to general business representation and construction matters. Mr. Cathey assists clients with contract disputes, mechanics’ and materialmen’s liens, payment bond claims, debt collection and defense, commercial real estate and other business transactions. Additionally, Mr. Cathey has an active practice representing debtors, trustees, committees, and creditors (secured and unsecured) in Chapter 11 and Chapter 7 bankruptcy proceedings, as well as representing his clients in out of court workouts and restructurings. He is a member of the W. Homer Drake, Jr. Georgia Bankruptcy American Inn of Court, State Bar of Georgia’s Bankruptcy Section, and the Macon Bar Association.