Legal Question in Business Law in California

I resigned from a corporation-sole,I couldn't see the Wolf

I ran a corporation-sole I was voted in office, Office called for a minister, however I wasn't after four years of up's and down's a minister came to me threating if I didn't step down he would force disolveing by legal fee's to defind are selfs. Short is I did with promise they would carry on the founder's mission helping the homeless they agreed, they lied. He took over, he has breached all written and virbal agreements. Is it possable to un-ring this bell? Prolbem now he has control of the a corporation-sole and the money and turns the homeless away. 1972 to 2002 this corp helped people, now it make's one man rich. To many people worked for what it was, I made the mistake dose that mean the homeless have to pay for it?


Asked on 10/17/03, 12:07 am

3 Answers from Attorneys

Siamak Pishvaee Pishvaee & Bavar

Re: I resigned from a corporation-sole,I couldn't see the Wolf

The bylaws and the articles will govern the operations of hte corporation.

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Answered on 10/17/03, 12:36 pm
Bryan Whipple Bryan R. R. Whipple, Attorney at Law

Re: I resigned from a corporation-sole,I couldn't see the Wolf

I think a corporation sole would be treated, in these circumstances, much the same as a modern non-profit religious corporation, and your rights and remedies would be determined accordingly.

If you were voted in originally, the same folks who had the power to do that would, I think, have the power either to remove you and name a successor, or, later, to remove the successor and reinstate you.

If you were not qualified because you were not a minister, your chances for reinstatement would seem to be poor.

I think you may have two alternatives. One is to find a better-spirited person with the proper ordainment to succeed the person who is now subverting the purposes of the corporation sole, and take steps to install this person as the new manager. The other is to ask a court of law to provide some sort of remedy. The latter may be difficult and expensive, unless you can garner the support of the voting membership.

Unfortunately, if you lack a required credential for holding office, you probably can't obtain reinstatement.

If the corporation sole has written organic documents such as a charter or articles of incorporation, and bylaws, an attorney should interpret them for you to assist you in evaluating your rights and remedies.

The plain fact is that worthy managements get tossed out of control by the less worthy in all sorts of organizations these days. Holding office is not so much a matter of talent as it is of understanding the rules for gaining and holding power.

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Answered on 10/17/03, 1:54 am
Donald Holben Donald R. Holben & Associates, APC

Re: I resigned from a corporation-sole,I couldn't see the Wolf

The articles of incorporationa and bylaws will govern. Call to discuss 800-685-6950

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Answered on 10/20/03, 4:49 pm


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