Legal Question in Business Law in California

stock problem

I resigned from a professional corporation I started 14 years ago with other shareholders. There are 8 shareholders each with equal number of shares. The other 7 shareholders have offered me $3000 for my shares and I believe they are worth $10000. They are valued at $500 as of June 2005. I received a letter from the other shareholders dated 10/22/06 with their offer and saying that I could sell my shares to another qualified buyer, but the board would need to approve that buyer. I notified them that I had a buyer on 10/23/06, and to date (11/10) I have had no response. I no longer work for the company in any capacity and the other board members have disallowed me to receive minutes and other board documents. What are my rights and what shall I do if anything as I would like to resolve the issues and move on? we do have a shareholders' agreement from 1998, but I do not have a copy of the signed signature page and no one else seems to either.thanks.


Asked on 11/10/06, 1:39 am

1 Answer from Attorneys

Terry A. Nelson Nelson & Lawless

Re: stock problem

You have the right to sell your shares, subject to the corp bylaws and state laws. The company may have 1st right of refusal. Whether signed or not, the agreements and corporate records are enforceable unless someone contends they are fraudulent. Sounds like you need counsel to help and/or intervene to get this handled. Feel free to contact me.

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Answered on 11/10/06, 6:36 pm


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