Randall D. McClanahan

Randy is a partner and member of Johnston Barton's Business & Tax Practice Group. He also serves as a member of the firm's Executive Committee and as Chairman of the firm's Legal Opinion Committee. Randy's practice focuses on business entity formation, corporate, tax, mergers and acquisitions and intellectual property issues. Randy graduated from Auburn University (B.S., cum laude, 1982), University of Alabama (M.T.A., 1983), Duke University (M.B.A., 1989), and the University of North Carolina (J.D., 1992). He is a Certified Public Accountant in Alabama and Georgia. Randy worked in public accounting for Arthur Andersen & Co. prior to entering law school. He is also a Certified Valuation Analyst and has served as a Special Master in business separation and valuation proceedings. Randy is currently Chairman of the American Bar Association Business Law Section's Corporate Documents and Process Committee and Chairman of the Accounting Standards Subcommittee of the American Bar Association Business Law Section's Law and Accounting Committee. In August 2010, Randy was appointed by the President of the American Bar Association to a three-year term on the National Conference of Lawyers and Certified Public Accountants. Awards and Honors Honors Phi Kappa Phi Beta Gamma Sigma

• Partner

• Arthur Andersen & Co., Public Accounting

• Miscellaneous Provisions and Other Background Text in Agreements, Annual Meeting- San Francisco, CA
• Shareholders Agreements: Key Provisions and Purposes, Including Funding Buy-Sell Obligations, American Bar Association CLE Teleconference, 2010
• LLC Agreements - Balancing Simplicity, Safeguards and Deal Points, American Bar Association, Section of Business Law Spring Meeting - Dallas, TX
• LLC Agreements - Balancing, Simplicity, Safeguards and Deal , American Bar Association, Section of Business Law, Middle Market and Small Business Committee Meeting - Laguna Nigel, CA
• Flow-through Entities in Alabama: What You Need to Know, Lorman Education Services
• Tax Issues in Alabama: Mergers and Acquisitions, National Business Institute
• The Basics of Business Finance for Managers and Non-Financial Professionals," , Sterling Education Services, 2004
• Fundamentals of Trademark Law, Lorman Education Services
• Negotiating and Drafting Acquisition Agreements in Alabama, National Business Institute, 2004
• "Never Really Thought About It: Understanding “Miscellaneous” Provisions and Other Background Text in Agreements", American Bar Association, Section of Business Law, Annual Meeting- San Francisco, CA, August 6, 2010 - Present
• •“Guiding the Private Company Board Meeting- Best Practices and Avoiding Pitfalls” , American Bar Association, Section of Business Law, Spring Meeting- Las Vegas, NV, March 22, 2012 - Present
• “Fundamentals of Sound Corporate Record Keeping: Key Principles and Practices That Every Corporate Secretary Should Know”, American Bar Association, Section of Business Law, Annual Meeting- Chicago, IL, August 4, 2012 - Present
• “U.S. Taxation for U.S. Businesses Doing Business in Brazil” , Brazilian American Chamber of Commerce Southeast, Atlanta, GA, November 13, 2012 - Present

• Alabama, 1992
• Specialties and Certifications
• Certified Public Accountant, Georgia, 1986

• American Institute of Certified Public Accountants (Member)
• American Bar Association, Committee on Middle Market and Small Business, Section of Business Law
• Greater Shelby County Chamber of Commerce (Member)
• Committee on Middle Market and Small Business, Section of Business Law (American Bar Association)
• Law and Accounting Committee, Section of Business Law (American Bar Association)
• Taxation Committee, Section of Business Law (American Bar Association)
• Corporate Documents and Process Committee, Section of Business Law (American Bar Association)
• Alabama State Bar Association
• Birmingham Bar Association
• National Association of Certified Valuation Analysts
• Alabama Society of Certified Public Accountants
• Instructor, Corporate Law, Birmingham School of Law , 2003 - 2006
• Birmingham Tax Forum
• Corporate Documents and Process Committee of the Section of Business Law of the American Bar Association (Chairman)
• Accounting Standards Subcommittee of the Law and Accounting Committee of the Section of Business Law of the American Bar Association-Chairman
• Birmingham Bar Association, - 2002 (Chairman-Elder Law Committee)
• Birmingham Bar Association, - 2003 (Chairman-Library Committee)