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Celello Title
BUSINESS LAW


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In today’s business climate, proper handling of legal and organizational details can make all the difference between success and failure. The tools that can determine business success - product design, marketing messages, and management savvy – ultimately fall short without the proper organization and risk management tools in place. The firm provides advice to ensure that clients’ businesses are designed to succeed, assisting them with business organization, asset protection and risk mitigation – freeing clients to focus on their business at hand. The firm’s clients conduct business in a variety of areas, with a variety of industry-specific needs. Our job is to work with creative strategies to find effective resolutions to your business law concerns. As attorneys who run our own small business, we understand the challenges facing companies. Our firm represents clients in almost every facet of corporate law such as business formation and registration, business transactions, corporate governance, mergers, acquisitions, reorganizations, licensing, escrow services, and international business.

Business Formation and Registration                               
Business Transactions

  • Security Offerings
  • Contracts
  • Employment Contracts
  • UCC Filings

Administrative Law and Litigation
Corporate Governance
Mergers, Acquisitions, Reorganizations
Licensing
Trademarks, Service marks, and Copyrights
Escrow Services
International Business
Charities / Non- Profits                 


Business Formation and Registration

Celello Law Group can help you get on the right track with your business by interpreting the corporate laws and counseling you on the proceedings of your business.  Starting a new business is a process that involves a lot of possibilities, choices, and decisions. Celello Law Group will take the time to listen to your goals and plans and help you start your business correctly. If you are involved in a business startup, we can answer your questions about entity selection, owner agreements, financing, tax, and other matters related to your business organization. We will work with you and your business partners to find the entity that is the best fit for your business.


Business Transactions

The business world depends on contracts. From commercial leases to financing, from supplier contracts to partnership agreements and all relationships involved in an active, growing business, contracts are essential to assure that all parties understand their rights and responsibilities.Our firm works with clients in small to mid-size businesses involved in a wide range of enterprises. In finance-based businesses, dealerships, production companies, marketing businesses, and others, we help management deal effectively with various business transactions. Well performed business transactions are essential to the foundation of every successful business.  


Securities Offerings

We strive to help our clients obtain the maximum benefit from a securities offering. The firm also advises clients on the business and practical issues that can lead to the successful raising of capital from the institutional investment market. 
When a small to mid-size business needs additional funding, the business may decide to offer securities to investors. State and federal laws and regulations dictate how the issuer may raise money from public and private investors. At Celello Law Group, we can guide you through the regulatory process for securities offerings. When offering securities to a limited number of selected investors, your business entity may be able to obtain an exemption from Securities and Exchange Commission  filings and regular public reporting requirements. Let Celello Law Group help you determine if your business qualifies for exemption.
When making a public offering to the general public, Celello Law Group can help you determine all the documents you need for a registered offering and a full disclosure of your company's condition and plans.
We would be happy to discuss various funding options for your business.

Contracts

We provide legal advice about all aspects of contract law. Allow the experienced attorneys at Celello Law Group to assist and advise you in writing or negotiating a legally binding agreement. Along with general areas of contract law that impact you and your business, we can help you with key areas such as:

  • agreements for the purchase or sale of a business;
  • agreements for the purchase or sale of goods;
  • shareholders’ agreements;
  • joint venture agreements;
  • investment agreements, and
  • agreements that govern the relationship between parties to a business deal.

We also help our clients develop and maintain proper business practices and minimize the risk of employment disputes and litigation. We can assist you in drafting personnel policies and handbooks, employment contracts and non-compete agreements, as well as advise employers on severance practices.

UCC Filings

The Uniform Commercial Code, or UCC, is an excellent tool for business owners to protect themselves with small business laws as both creditors and as debtors. Using UCC filings to your advantage can stretch your credit with both lenders and vendors. Likewise, as a creditor, if you keep active UCC filings on your biggest customers, you can protect your business against a client's nonpayment. For example, if you have a nonpaying customer and bring a lawsuit, you may wait months for a judgment, and you might not be adequately compensated even if you win. Using a security agreement and a UCC-1 form is the best way you can insure your receivables. In a nutshell, a UCC places a lien against a particular small business asset. As a debtor, negotiating a UCC or security agreement with a key vendor will probably get you a larger credit line. It is important to negotiate very clear terms within each UCC filing and security agreement. As a creditor, filing a UCC means that you have an additional advantage over other creditors for that particular asset on which the UCC was made. Celello Law Group has the experience and knowledge to guide you successfully through a UCC filing.


Administrative Law and Litigation

Effective advocacy before agencies requires an understanding of the variations in administrative practice and of the differences and similarities between administrative and judicial decision-making. Proficiency in the details of the administrative practice is important to the ability to advise clients about how best to resolve disputes with agencies. The firm represents a number of clients before various state and federal agencies on a wide range of regulatory, transactional and organizational matters. We can also help you if you are facing an enforcement action or dealing with a citation or notice of revocation. At Celello Law Group, we have the  experience it takes to handle administrative litigation matters with discretion and competence.


Corporate Governance

Corporate governance is the set of processes, customs, policies, laws, and institutions affecting the way a company is directed, administered or controlled. Corporate governance also includes the relationships among the many stakeholders involved and the goals for which the company is governed. The principal stakeholders are the shareholders or members, management, and the board of directors. Other stakeholders include labor (employees), customers, creditors (e.g., banks, bond holders), suppliers, regulators, and the community at large. Increasingly, private enterprises are adopting and implementing sound corporate governance policies to ensure the integrity of their business operations. The attorneys at Celello Law Group have the knowledge and experience necessary to help you guide your company.


Mergers, Acquisitions, Reorganizations

In today's ever-changing business world, a corporation often needs to reconstruct its form for economic survival and growth. Mergers, acquisitions, reorganizations and outsourcing require constant involvement from a variety of departments within the organization. The process of organizational change is complex, requires absolute accuracy, and timeliness, as mistakes can be costly.
We have experience representing a wide variety of clients’ mergers and acquisitions and reorganization transactions.   By combining our knowledge and experience in corporate matters, we provide pragmatic and creative approaches to merger and acquisition and reorganization  transactions.

Licensing   

If you are seeking to obtain a business license or state registration, Celello Law Group will help you throughout this complex matter. Celello Law Group’s attorneys have spent years working with the Georgia Secretary of State, Georgia Department of Revenue, and other agencies. Our services in this practice area include:

  • Formation and start up of licensed businesses;
  • License applications and renewals for local and state licenses;
  • Representation at license review board hearings; and
  • Regulatory advocacy and defense of citations

                                                     
Trademarks, Service marks, Copyright

Trademarks and service marks are any words, names, symbols, devices or any combination used or intended to be used in commerce to differentiate a product or service of one trader (or commercial entity) from that of another.
           Copyright is protection granted to authors of original authorship such as literary, dramatic, musical and artistic works, or computer software programs.

Contact Celello Law Group and let us assist you with this matter.


Escrow Services

The firm provides escrow services to facilitate commercial transactions. Whether your deal is $10,000.00 or $100,000,000.00, the firm’s dedicated staff is here to ensure that the transaction is completed on time, properly, and as expected. In accordance with the State Bar of Georgia Rules of Professional Conduct, the firm maintains an IOLTA (Interest on Lawyer’s Trust Account) at Wachovia Bank, N.A. in Atlanta, Georgia (an approved institution), with interest being paid to the Georgia Bar Foundation to fund indigent defense. However, if your situation requires, Celello Law Group will happily set up a separate interest-bearing account for the benefit of you or your company with interest being paid in accordance with the escrow agreement.


International Business

The attorneys at Celello Law Group are skilled in the legal issues involved in international business. Our lawyers have substantial experience representing U.S. corporations investing in and doing business abroad as well as foreign individuals and companies doing business in the U.S. We understand the importance of facilitating joint ventures, combinations and licensing agreements between corporations throughout the world. We have worked with our clients to maximize their opportunities at home and abroad by assisting in the effective execution of such global combinations. In addition, we pride ourselves in our prompt, personal attorney-client communication. As a result, clients remain in control of their investments, finances, objectives, and other interests. Contact us to discuss your international law need.


Non-Profits and Organizations

There are numerous laws that regulate the establishment and management of non-profit organizations, and that require compliance with corporate governance regimes. In many aspects, non-profits are similar to for profit business articles, though there are often significant differences. Both non-profit and for-profit entities must have board members, steering committee members, or trustees who owe the organization a fiduciary of loyalty and trust. Non-profits may apply fo tax exempt status, so that the organization itself may be exempt from income tax and other taxes. The firm also has experience with the regulation of charities, paid solicitors, and solicitor agents.
Let Celello Law Group assist you with your non-profit or charitable endeavor.


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