• FreeAdvice has a new Terms of Service and Privacy Policy, effective May 25, 2018.
    By continuing to use this site, you are consenting to our Terms of Service and use of cookies.

Georgia C Corp Issues

Accident - Bankruptcy - Criminal Law / DUI - Business - Consumer - Employment - Family - Immigration - Real Estate - Tax - Traffic - Wills   Please click a topic or scroll down for more.



What is the name of your state? Georgia

I have three partners in a GA C Corp. The company opened about three months ago, but we've been working on the company for about a year. So far, the company has done nothing but lose money. The company potential is huge and should make a profit this year.

Here's the problem, I'm doing all the dang work. I own 500k share, my partners own 500k and 10k. The total shares is 1.1 mill. I've developed the product, which is a website, closed the sales and I'm doing all the marketing. My partners are off doing other things and have left me holding the bag. I got to much time and money invested to let it just drop.

I've read our articals of incorporation, but it doesn't address the closing of the company. I'm assuming its a standard C Corp issue. Could I open a new company, change the site look and do the same thing on my own? I have no problem stopping the work on the system, but I would want to start selling it on my own.

What's your thoughts? I'm just looking for general advice, I won't act upon this yet. If you feel I have a chance to do this, I would hire an attorney to see about moving forward.

Thanks you in advance.



As a director and officer of the corporation, you owe it a duty of loyalty, which means you can not compete with it while you retain office. There are grounds for dissolution of corporations when the purpose is frustrated, which may be the case with yours. However, this is a very complex situation and there are a lot of permutations depending on the specific facts of your case. I definitely advise you to hire an attorney to either get your partners out of the corporation or to dissolve it.

Find the Right Lawyer for Your Legal Issue!

Fast, Free, and Confidential