Legal Question in Business Law in Minnesota

Shareholder's Duty

Using the circumstances below would a shareholder be breaking his or her fiduciary duty if he or she performed work for customer�s that would be in direct competition of a closely held Minnesota Corporation, or for actual customers of the Corporation? What rights does that shareholder have to be able to make a living?

1) The shareholder is not a board member of the corporation but had been taken off the board 45 days earlier. 2) Shareholder had been vice president 9 months prior but was removed. 2) The shareholder has never had a non-compete agreement with the corporation. 3) The shareholder no longer works for the corporation.


Asked on 2/12/09, 2:09 pm

1 Answer from Attorneys
David Anderson Anderson Business Law LLC

Re: Shareholder's Duty

If there is no noncompete and the "competing" activity was performed AFTER the employee left and was no longer an officer or board member, then the person can act without constraint.

However, like most situations, I have a feeling there is more to the story.

Call or email for further assistance.

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Answered on 2/12/09, 4:16 pm


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