Legal Question in Business Law in California

I formed a corporation with another person... 50 50 owners and both officers of the company... opened offices a few years back. The other person located the offices and made the arrangements. Now find out his is the name on the rental agreement. All deposits, monthly payments etc. have been made by the company. Now that we are seperating I am assuming the company and he wants out but he says it is his name on the lease. was he acting as an officer of the company when he did this? do I have some recourse? Did he do something illegal by doing this?


Asked on 6/18/10, 10:34 pm

3 Answers from Attorneys
Kevin B. Murphy Franchise Foundations, APC

Any attorney will say more facts are needed. In general, officers owe a fiduciary duty to the corporation. This would include not usurping assets, like a lease. Consult with an attorney in your area for specifics.

Kevin B. Murphy, B.S., M.B.A., J.D. - Mr. Franchise

Franchise Attorney

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Answered on 6/19/10, 7:31 am
Anthony Roach Law Office of Anthony A. Roach

Obviously the lease was for the corporation, so I say he signed the lease as an officer of the corporation, regardless of whether that terminology appears on the lease agreement. I assume that space in an office building or other commerical building has been rented. I don't understand his position, he wants the company to move out because his name is on the actual lease agreement?

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Answered on 6/19/10, 3:32 pm

There are a lot of relevant facts missing from your question. Generally he will be held to have been acting as an officer of the corporation, but what the ramifications of that are I can't tell you with the vague facts you have provided.

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Answered on 6/21/10, 11:37 am


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