Legal Question in Business Law in Pennsylvania

Re: Deceived by corporate partner

Usually a corporate officer owes a fiducuary duty to the corporation. It also depends on the position and level of authority of that officer.

Without knowing more, it appears that this person might have diverted business opportunities that belonged to the original corporation.

Also, sometimes there are contracts that would govern liability, like shareholder's agreements, employment contracts containing no-compete provisions or other agreements.

I would advise you to consult with an attorney to help you explore the issues. Good luck.

Re: Deceived by corporate partner

Generally corporate officers have a fiducuary duty to the corporation. Depending on exact facts, the duty may require that any business opportunity must be offered first to the corporation. The corporation itself may have an action against the departing partner, especially as it pertains to unauthorized changes in banking etc. Individually, your rights may be limited. Did you execute a shareholders agreement? How were tax returns handled. You need to consult with an attorney. Some attorneys will handle this type of matter on a contingency or mixed hourly/contingent basis.