Legal Question in Business Law in Oregon
Who has authority to make business decisions in a company?
I am a consultant in charge of a web site for company XYZ. I am not part of XZY except for consulting service for their web site. As of current, I am the only person authorized to make changes on the web site.
Company XYZ has two stockholders A and B, both with a 50% share. A founded the company and his title is president. B came along later and became a shareholder, title is unknown. They are now in dispute about the workings of the company.
Person A, acting as president, is giving me directives to make changes to the web site and to change the passwords so that B cannot make any changes. B, acting as a 50% shareholder, directed me not to make changes until they both agreed upon a resolution to their dispute.
Who do I take orders from, or do I just sit on it until they both agree or I get a court order to make changes.
I am also trying to relieve myself as the web site administrator, but that requires me to name some else as the sole administrator. Who should I assign these rights to.
Sincerely,
stuck in the middle
1 Answer from Attorneys
Re: Who has authority to make business decisions in a company?
It appears this question was posted quite some time ago, so I hope this response is still pertinent.
"Stuck in the middle" is an apt description of your situation, especially with the shareholders each possessing 50% of the company's stock. There are a few ways to approach the problem, but all involve some risk of you losing your relationship (and, presumably, associated compensation) with the company. Without knowing all the facts it is impossible to render usable advice, but an ultimatum from you--written agreement or court order or you walk--may be the best route for you. Feel free to give me a call if you wish (if it is not too late).
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