Skandalakis & Ross, Attorneys at LawSkandalakis & Ross, Attorneys at Law
A boardroom table

Home / The Corporate Practice

The Corporate Practice

Deal counsel for founder-owned and family-held businesses: acquisitions and sales, commercial real estate, entity structures, and the contracts a company runs on. Led by Jack Ross, serving Georgia and Florida.

The Approach

Deal counsel who has sat on the banker's side of the table.

Jack Ross works on lower middle market transactions from both the legal and the investment banking side: origination, valuation, diligence, and negotiation for founder-owned businesses. That perspective shapes how we draft. The purchase agreement should match the economics the parties agreed to, and the risk allocation should hold up after closing.

And because the firm's litigation practice sees what happens when documents are missing or poorly drafted, we draft with the dispute in mind. We coordinate closely with your CPA, lender, and broker, and we keep the process moving so the deal closes on the timeline it was priced on.

Before you sign a letter of intent, have counsel review it. Exclusivity, working capital, and escrow terms set early are hard to renegotiate later.

Business Formation & Governance

The operating agreement is the most important contract you will sign with your partners.

An online filing creates an entity. It does not decide who controls the company, how profits are distributed, what happens if a partner stops contributing, or how an owner exits. Those answers belong in an operating agreement or shareholder agreement written for your business, and every term is easier to negotiate on the first day than after a disagreement.

Entity selectionLLC formationOperating agreementsShareholder agreementsBuy-sell agreementsEquity and profits interestsHolding company structuresConversions and restructuring

Read the full Business Formation & Governance page

Mergers & Acquisitions

From letter of intent through closing, and the obligations that survive it.

Selling a company you built, or buying one you intend to grow, is usually the largest transaction of an owner's life. We represent buyers and sellers of privately held businesses from the letter of intent through closing: structure, diligence, purchase agreements, disclosure schedules, and the earnouts, escrows, and indemnities that live on after the wire clears.

Sell-side representationBuy-side representationLetters of intentDue diligenceAsset and equity purchasesEarnouts and seller notesEscrow and indemnityJoint ventures

Read the full Mergers & Acquisitions page

Commercial Real Estate

Leases and purchase contracts read for the long term.

A commercial lease runs for years, and the provisions that cause trouble rarely sit in the rent clause. Assignment rights, renewal options, operating expense pass-throughs, and default provisions determine whether a location can be sold, expanded, or rebranded. We represent buyers, sellers, landlords, tenants, and developers, and we coordinate diligence and closing with your title company and lender.

Purchase and saleOffice and retail leasingRestaurant and industrial leasesLease assignmentsEstoppels and SNDAsDevelopment agreementsBrokerage agreementsEasements and restrictions

Read the full Commercial Real Estate page

Outside General Counsel

Legal judgment on call, without the in-house department.

Growing companies need legal judgment week to week. As outside general counsel we review contracts before they are signed, advise on structure and strategy, and spot the issue before it becomes a dispute. When a matter turns adversarial, the firm's litigation practice is already in the building.

Master services agreementsCustomer termsVendor and supply agreementsNDAsIndependent contractor agreementsLicensingContract templates and playbooksRisk review

Read the full Outside General Counsel page

Jack Ross in a Georgia courtroom

Corporate & Transactional Counsel

Jack Ross

Jack leads the firm's corporate and transactional practice. His background spans private company M&A, commercial real estate, and investment banking work on lower middle market deals, and he is currently completing his MBA at the University of Georgia. Clients get counsel who reads the documents the way a buyer, a lender, and a litigator each will.

Jack is licensed to practice law in Florida and handles Florida transactional matters directly. Georgia-law corporate matters are handled together with Mitch Skandalakis.

Direct line: (770) 891-3681

Questions

Before the engagement letter.

When should I involve a lawyer in a sale?

Before you sign a letter of intent. The LOI frames the entire negotiation, and several of its terms are effectively binding in practice even when the document says they are not.

How are corporate engagements billed?

Depending on the matter, a flat fee by phase or hourly with a written estimate, agreed before work begins. Formation and standard governance documents are usually a flat fee quoted up front.

Can you represent both the buyer and the seller?

No. Each side should have its own counsel. We represent one party in a transaction.

Contact

Get counsel in the room before the terms are set

Tell us what you are planning. We will tell you what the engagement would look like, in writing, before any work begins.

Canton Office

101 Woodland Way, Suite 1C
Canton, GA 30114

Phone: (770) 891-3681
Monday to Friday, 9:00 am to 5:00 pm

Florida office, by appointment:
1831 NW 33rd Street
Oakland Park, FL 33309

Request a consultation

Confidential. No obligation. We respond during business hours, usually the same day.

Corporate and transactional inquiries go directly to Jack Ross. Prefer the phone? Call (770) 891-3681.