Legal Question in Business Law in Illinois

Corporation

I am thinking about starting a corporation with an acquaintance, where I am the sole director and officers. He would be the sole shareholder. He is working for a company that had him sign an anti-competing contract. As director and officers, the actions and the decisions would be on me, with the shareholder�s vote. Would I be exposing myself to any liability or conflict with his current company?


Asked on 10/09/08, 12:07 pm

4 Answers from Attorneys

David K. Staub Staub Anderson LLC

Re: Corporation

Quite possibly. It depends on many factors including what the acquaintance's agreement says, what his role is in the former corporation, what the new corporation does, etc... At the very least, you might get sued, and even if you win you may have substantial legal fees.

You should consult with an attorney on the specific facts before you commit to becoming involved.

David K. Staub, an Illinois business attorney

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Answered on 10/09/08, 1:17 pm

Re: Corporation

At a minimum, the non-compete clause would have to be reviewed by an attorney before an opinion could be provided.

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Answered on 10/09/08, 1:57 pm
Lesley Hoenig Lesley A. Hoenig, Attorney at Law

Re: Corporation

It would depend on whether this corporation you plan to create would be something that would cause your acquaintance to be in violation of his non compete agreement. If this company is going to be competing with your acquaintance's employer, that sounds problematic. You really need to have an attorney review the non compete agreement and advise you as to whether this idea is a good one.

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Answered on 10/09/08, 2:39 pm
Thomas Moens Moens Law Offices, Chartered

Re: Corporation

You might already be aware of this, but one thing which no one has pointed out to you is that if your acquaintance is the sole shareholder, he is the only one who owns the company--you will own nothing if you are not a shareholder.

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Answered on 10/09/08, 2:48 pm


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