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Good Georgia Contract Lawyers will explain that one of the primary purposes to incorporate your business or create an LLC is to protect yourself from personal liability for business debts and claims. While business owners who incorporate or convert their business into an LLC enjoy limited personal liability for many of their business transactions, this protection is not absolute.

Despite having one’s business incorporated or formed into an LLC, an owner can be held personally liable if he or she: personally injures someone; personally guarantees a bank loan or business debt on which the business later defaults; intentionally does something considered fraud, illegal, or reckless that harms the company or someone else, or co-mingles funds: i.e. treats the LLC as an extension of his or her personal affairs, rather than as a separate legal entity.

This type of conduct is also called “piercing the corporate veil.” The reason for this term is because your legal entity is considered a veil or shield that protects you from personal liability. Once you violate the rules surrounding it, the veil is considered “pierced” just as if a sword had stuck into it. Once the corporate veil is pierced, it can no longer protect you as a business owner.

Thus, it is important to carefully protect yourself and your business by avoiding such conduct that would be considered veil-piercing.

In Soerries v. Dancause, 248 Ga. App. 374 (Ga. Ct. App. 2001), a sole business owner of a nightclub was sued when the family of an intoxicated 18-year old girl left the nightclub severely drunk. Although a city ordinance prohibited individuals under 21 years old from entering nightclubs, it is undisputed that the club employees did not check the girl’s identification to establish her age. After drinking that night, the girl left at approximately around 3:00 a.m. with a beer in her hand and was killed when she lost control of her car and struck a tree.

The jury pierced the corporate veil and found the business owner jointly liable with his corporation because he had commingled individual and corporate assets by personally assuming the corporation’s financial liabilities, waiving corporate rental payments, and using corporate funds to directly pay his personal mortgage notes and other expenses.

Therefore, the Court ruled that the jury could disregard the corporate entity and that there was evidence to sustain the verdict finding him personally liable for compensatory and punitive damages.

In Pazur v. Belcher, 290 Ga. App. 703 (Ga. Ct. App. 2008), the Georgia Supreme Court stated that an officer’s personal liability for corporate debts due to a piercing of the corporate veil rests on the notion that a corporate officer, or owner, who has abused the corporate form by commingling personal and corporate assets, should be held liable for corporate debts and liabilities. The Court explained that the focus in that type of liability is the abuse of the corporate form, not the personal participation of the officer in the tortious conduct at issue.

The Court further enumerated that the concept of piercing the corporate veil is applied in the State of Georgia to remedy injustices which arise where a party has over extended his privilege in the use of a corporate entity in order to defeat justice, perpetuate fraud or to evade contractual or tort responsibility. To prevail based upon that theory, it is necessary to show that the shareholders disregarded the corporate entity and made it a mere instrumentality for the transaction of their own affairs; that there is such unity of interest and ownership that the separate personalities of the corporation and the owners no longer exist. Personal participation in the tort is irrelevant. Pazur v. Belcher, 290 Ga. App. 703 (Ga. Ct. App. 2008)

If you are a small to mid size business owner, you need to be aware of these important issues in order to protect yourself and your business by avoiding such acts that would be considered veil-piercing.
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Good Georgia business lawyers will tell you that starting a new physician practice in Georgia is like starting any other business, with some additional considerations.

The first step in starting any business is to develop a business plan and strategy. A physician practice’s business plan should involve details identifying a need in your community, anticipated payer mix, common codes with expected reimbursement, billing efficiency, anticipated growth, marketing strategy, referral strategy, and business development plans. Like any other business, you need to determine the need for your business in a community. You should do your research and planning before starting down any paths.

The next step is to incorporate the business. You need to decide between a corporation (whether a C-Corp, and S-Corp, or a Professional Corporation) and a limited liability company. The decision on which business entity to choose depends on multiple factors: general liability considerations, how many physicians will be part of the initial practice, how fast you wish to grow the practice, how much corporate maintenance you wish to do, and taxes. Ultimately, taxes and general liability are the top things to consider. Another step in the incorporation process is to obtain a tax payer ID number from the IRS.

Business accounts should be opened in the business’ name, and be kept separate from all personal accounts. Insurance should be obtained for the business. It is important to work with a competent local insurance broker or agent to meet your insurance liability needs. Consider, professional malpractice, general liability, disability, worker’s compensation, health insurance, and retirement plans.

It is also important for a new physician’s practice to start the credentialing and contracting process early. Government payors have long processing times. Get started on the Medicare/Medicaid paperwork at least four to six months before your expected opening date. You don’t want to open your practice and not be able to accept some patients because of credentialing or contracting delays. The credentialing process cannot be started without first setting up the corporate entity. You should also start the process of hiring non-physician staff, independent contractors, and administrative staff several months before your expected opening date.

Finally, it’s important to manage your practice like a business. Identify financial performance indicators, the red-flags that will alert you to trouble or give you assurance that everything is going according to plan. You should review your financial indicators and business plan on a monthly basis to ensure you are on track. You are running a business and a medical practice, so it is important to understand what your competencies are and hire experts where necessary.
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Good Georgia Personal Injury Lawyers Series on SUV Rollovers Continue:

NHTSA first addressed the problem of rollovers with the dynamic dolly rollover test in 1970. It was a voluntary standard, not mandated, and the auto industry used this to test vehicles for decades. In 1971, NHTSA “proposed a roof crush protection rule that would test both front corners of the roof on passenger vehicles.” To summarize: both sides of a roof get crushed during the rollover: (1) the “near side” which is the term for the side of the roof which hits the ground first and (2) the “far side,” which is the side of the ground that hits the ground last. During a rollover, both sides will end up very differently. The most serious injury to vehicle occupants occurs if they are sitting on the “far side” of the vehicle that makes contact with the ground last during the rollover. Thus, if you are under that “far side” of the roof during a rollover, you would likely end up suffering fatal injuries compared to if you were sitting on the “near side.” Consequently, performing testing that only crushes one side of the roof–the “near side” that hits the ground first– completely masks the true devastating results of the roof crush during a rollover.

Shockingly, however, General Motors Corporation (GM) and the Automobile Manufacturers Association (which later became the Alliance of Automobile Manufacturers) have consistently and illogically argued that testing both sides of the roof was unnecessary because: ‘in most cases roof structure damage is distributed to only one side of the roof in an actual rollover and that, because the roof is symmetrical it makes no difference which side of the roof is selected for testing.'” While it is true that roof crush damage is unevenly distributed to one side of the roof, it is the “far side” of the roof that receives the most damage that contains these car companies have not even been testing. It is the author’s opinion that car companies sought to suppress the true results of a full and complete rollover test for fear that it would impact their bottom line in profits. Consequently, these auto manufacturers successfully pressured and lobbied for a one side roof crush test requirement, which NHTSA ended up adopting and which remains in effect today.

How can I protect my company’s secret information making sure my employees keep it confidential? This is a question that we are often asked by business owners in Georgia.

You established your business because you have a great product, technology, or service. You want to tell the world about it, but it is also important to protect your idea from competitors, particularly in the development stages of your business.

When you are looking for investors, working with others to develop a product, or otherwise turning your idea into a business, it is important to be careful about sharing information. You do not want to disclose confidential information and have it land in the hands of your competitors or be used against your interests.

College rape and sexual assault lawyers at our firm advise that college students raped on campus can sue their college for negligence in failing to prevent a foreseeable crime. Most recently, the Department of Justice just came out with a recent study that 25 percent of college women, or 1 out of 4 college women, will be victims of rape or attempted rape before they graduate within a four-year college period, and that women between the ages of 16 to 24 will experience rape at a rate that’s four times higher than the assault rate of all women.

Colleges and universities have a legal duty to warn students of known dangers and to provide reasonable protection. If a crime is foreseeable, then a college can be held liable for not sufficiently protecting against it.

For example, at one highly respected university, a male student admitted to the Office of Student Affairs judicial officer that he had raped a fellow female student on the college campus. The Office of Student Affairs judicial officer showed unbelievable stupidity by failing to expel the student immediately, choosing rather to put him on probation and removing him to a separate dorm. The young woman who had been raped suffered serious psychological trama at the university’s handling of the situation, especially now that she was forced to face her rapist everyday on campus. Her grades quickly plummeted and she withdrew from the university the following semester.

This true story gets much worse however, because the male student rapist felt he had received a carte blanche pass to continue his predatory activities, since the university had chosen to only slap him on the wrist as a punishment for his admitted rape. Consequently, he continued his sexual deviant behavior directed towards other women on campus.

After more and more young female students came forward to report their fears about his stalking and other predatory behaviors, a scandal erupted as a whistleblower came forward to disclose that someone in the student affairs department had knowledge as to his previous misconduct and failed to punish him for actually admitting rape.

The most shocking aspect about this story isn’t only that it is true: rather that it happens all too often on college campuses. Oftentimes, universities and colleges are fearful of turning in their students to the authorities or even responding appropriately to a campus rape. Vice Presidents who are responsible for reporting the numbers of sexual assaults on campus pursuant to the Clery Act can feel pressured by the powers that be to minimize those reports, and often take the brunt of the blame for any unsafe environment occurring on campus. Additionally, judicial officers who are put in charge of handling such disciplinary proceedings are often not properly trained on sexual assault laws or appropriate rape counseling response.

This culture of silence and cover up is also created by university administrators reluctant to report the crime as required by federal law out of fear of the negative publicity and PR problem that may affect their enrollment numbers if the perception is created that their campus is unsafe.

The pressure to quash a rape incident can come up from a Director or Vice President to as high as the Board of Trustees or Board of Regents that oversees the President of the university. Additionally, universities sometimes act more fearful of being sued by the student charged with the rape, rather than the more likely event that the university will be sued by the rape victim because of the university’s own negligence in permitting a foreseeable danger to occur.

The irony of all of this is that in terms of risk management, failure to properly respond to sexual assault is one of the riskiest mistakes a universities can make. By permitting a culture where students are not educated on rape awareness, where sexual assault is silenced and rapes are covered up, and where sex assault is not treated with ‘zero tolerance;’ —universities become “aiders and abettors” and will be held responsible for their negligence in failing to warn or prevent students from a harmful, foreseeable danger.

This not only puts students’ safety at risk but creates the worst kind of public relations nightmare possible—practically insuring that the institution will be found liable for hundreds of thousands of dollars in damages from tort claims and bad publicity because of a failure to do the right thing.

Williams Oinonen LLC represents college students who have been raped or sexually assaulted on campus. Williams Oinonen LLC also offers preventative training on this issue and provides consulting workshops to university staff and faculty on all legal issues within education.
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Bed bug lawyers filing bed bug lawsuits in Georgia are becoming more frequent as terrible bed bug epidemics spread throughout the country infiltrating hotels and other public establishments. Victims of bed bug injuries are often very traumatized due to not only the physical injuries but the psychological fear of the very serious possibility of taking the bed bug infestation back to one’s home.

If you have been a victim of bed bug bites at a hotel or inn, it is important to do the following:

1. Immediately report the incident to management and ask for a copy of the report if possible.

Good Georgia truck accident lawyers are essential to protecting your rights in a trucking accident where someone has been seriously injured or killed. In most personal injury trials in Georgia, mentioning the word “insurance” is the quickest way to a mistrial. This is unfortunate, because sometimes the jury doesn’t realize that the injured party is going after a big insurance company that is refusing to pay them and not really going after the negligent driver who may or may not have a lot of money in his bank account. Sadly, this can prejudice the jury into not awarding the injured party the real value of the case.

However, in trucking injury cases this rule changes. The beauty about trucking cases is that it is the one area of law where an injured party is able to not only mention the insurance company but actually sue the insurance company. The Georgia Supreme Court in the case of Grissom v Gleason, 262 Ga. 374 375 (1992), ruled that this Direct Action Statute does not unfairly prejudice the defendants by notifying the jury that insurance is available.

Thus, the Direct Action Statute, which falls under O.C.G.A. §46-7-12, allows injured parties in an accident with a motor carrier (such as a tractor trailer truck carrying passengers or loads) to not only mention the word “insurance” but to actually sue the insurance company as a party to the lawsuit.

Oinonen Law Group LLC will be changing the firm name to Williams Oinonen LLC to reflect the solid, winning partnership between attorneys Ms. Julie Oinonen and Mr. Mario Williams.

Mr. Williams and Ms. Oinonen work in all areas of trial litigation with a special focus on personal injury, consumer law, and business litigation, as well as a political consulting practice which specializes in opponent research, media messaging, ads, and campaign strategy.

Williams Oinonen LLC will continue their mission to protect the rights of those injured or harmed due to a wrong or injustice. The trust and respect provided each client reflects the commitment brought to winning the case.

Whistleblower lawsuits are one of the most effective ways to expose illegal and dangerous practices within large corporations oftentimes by current or former employees who courageously step forward to report the wrong through the legal process.

For example, our good friend Mr. Reuben Guttman, Director at Grant and Eisenhofer and one of the foremost whistleblower attorneys in the country, is lead counsel in a stunning whistleblower suit against one of the largest pharmaceutical companies– Wyeth, now owned by Pfizer. In this case, two former hospital sales representatives exposed the drug company’s dangerous practice of illegally promoting a kidney transplant drug (Rapamune) for unapproved uses. Even worse, the drug company is alleged to have targeted African-Americans, even though they are at high risk of complications.

Mr. Guttman’s legal complaint alleges that Wyeth encouraged its sales force to promote the drug Rapamune for heart, liver and pancreas transplants, misrepresent, and withhold clinical information regarding the safety of the drug. As a result of the drug company’s wrongdoing, patients were put at risk of serious physical and financial harm including life threatening side effects caused or exacerbated by the drug including anemia, liver failure, inhibited wound healing, blood clots, death and more.

Perhaps the most shocking allegation is that the drug company targeted African American patients for unapproved use of this drug, focusing on two hospitals with predominantly black patient populations–New York’s SUNY Downstate Medical Center and Philadelphia’s Einstein Medical Center. Some hospitals, including the Mayo Clinic raised concerns that patients given the drug were experiencing very serious side effects and yet the drug company was doing nothing to intervene.

Important information to consider if you are deciding to become a whistleblower:

In many whistleblower cases, courageous employees who step forward to “blow the whistle” are often eligible to receive a portion (usually about 15 to 25 percent) of any recovered damages. Some successful plaintiffs have recovered millions of dollars in whistleblower cases.

One important factor to consider is that the information that you “blow the whistle on” must not already be public information. The Public Disclosure Bar, found in 31 U.S.C. §3730(e)(4) states that a court shall not have jurisdiction based upon public disclosures of allegations or transactions in “a criminal, civil, or administrative hearing, in a congressional, administrative, or Government Accounting Office report, hearing, audit, or investigation, or from the news media, unless the action is brought by the Attorney General or the person bringing the action is an original source of information.”

This bar eliminates actions when the whistleblower (also known as a “relator”) has an action based upon specific types of information unless they can prove that he or she is the original source of the information.

Consequently, as a whistleblower, it is important to be the first source of information of the fraud because generally that is only the person who is entitled to a financial award.
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More toxic, poisonous toy jewelry bracelets for kids have been recalled. These were bracelets that were sold at Claire’s as having high levels of harmful cadmium.

Federal regulators released the recall of children’s jewelry due to dangerous levels of the toxin cadmium saying they are expanding their investigation in order to keep these dangerous products out of stores to begin with.

The U.S. Consumer Product Safety Commission announced that inspectors at 10 of the nation’s largest ports are now screening children’s jewelry, often imported from China, for these toxic chemicals.

A voluntary recall of about 19,000 “Best Friends” charm bracelet sets manufactured in China and sold at the jewelry store Claire’s, over 3,000 stores which are located in North America and Europe.

Agency scientists confirmed independent test results that were reported by AP in January, which showed high levels of cadmium in the “Best Friends” bracelet.

“Cadmium is toxic if ingested by children and can cause adverse health effects,” said the recent recall announcement. Medical research shows that cadmium in high levels is a known carcinogen which can cause cancer, harm bones and kidneys.

Consumers should immediately take away bracelets from any children, and can return them to Claire’s for replacement or refund.

It is unknown why Claire’s waited four months to agree to a recall for the “Best Friends” bracelets it had sold in the year before the Associated Press coming out with the investigative story. This recent recall was the third one initiated because of the Associated Press’s investigation.
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