Legal Question in Business Law in California

Coorporation

we were 7 partners and set up a corp.

3 of those decide stop working and they

are setting up another corp. and they

want to keep the shares or get buy out

at this time the company value is

$300.00 what do we should do?


Asked on 9/25/07, 4:34 pm

5 Answers from Attorneys

Michael Stone Law Offices of Michael B. Stone Toll Free 1-855-USE-MIKE

Re: Coorporation

Give each of them $48.57.

Read more
Answered on 9/25/07, 4:49 pm
Bryan Whipple Bryan R. R. Whipple, Attorney at Law

Re: Coorporation

Only worth 300 bucks? If that's really true, it's hardly worth worrying about. But who decided the value? Is that the book value today? Its cash balance? Its long-term value? Is someone angry enough about something to perhaps file a lawsuit? Are there major liabilities or creditors? There are so many various sets of circumstances under which the seven of you may have gotten to where you are today, and what may then happen in the future, it is impossible to give you a one-size-fits-all kind of answer.

Read more
Answered on 9/25/07, 5:15 pm
Terry A. Nelson Nelson & Lawless

Re: Coorporation

What you should do is properly prepare the corporate documents showing the vote and approvals of the changes in shareholders, officers and directors, document the stock repurchase and re-issuance procedures to be followed, amend the by-laws and shareholder agreements, prepare all the appropriate government agency and tax notices and filings, etc. Normally your corporate attorney should be able to easily do this, but I'm guessing you don't have one. If the company is really only worth $300 as stated, are you willing to pay several times that in attorney fees to do this right? Contact me if you are. If you meant $300 per share, then it is a different decision. Otherwise, you'll have to muddle through and try to do this right on your own. Try a 'self help' book on corporations from the bookstore is one approach.

Read more
Answered on 9/25/07, 6:26 pm
Jonas Grant Law Office of Jonas M. Grant, A.P.C.

Re: Coorporation

These situations should be addressed in the bylaws and/or shareholder / buy-sell agreement and/or relevant employment agreements. If you don't have these, you should use a business attorney for your next business venture and may also want to consider hiring one to do the current work, along with whatever work that should have been done and is capable of being corrected, but this will cost much more than $300.

Read more
Answered on 9/25/07, 7:13 pm
Jonas Grant Law Office of Jonas M. Grant, A.P.C.

Re: Coorporation

PS: Part owners of a corporation are known as shareholders, not partners. Partners are part owners of a partnership.

Read more
Answered on 9/25/07, 7:14 pm


Related Questions & Answers

More Business Law questions and answers in California