So I am 1 of 2 founders. I own 55 per cent. There is substantial intellectual property in the form of procedures, websites and software. My partner wants out. Buying him out will put me at a cash-flow disadvantage. He doesn't want the business, nor could he run it himself - although, if he hired someone as smart as me he could. The business is my vision and expertise. He was sales and business operations.<br />
<br />
My question relates to the dissolution of the corporation with two scenario's in mind.<br />
<br />
1. If we sell all assets, pay all debts and walk away, can I use any of the documentation to build my new company with the same vision.<br />
<br />
2. If he buys me out (we have a shotgun clause), would I have to re-create all these documents from scratch or can I use them in any way?<br />
<br />
Are these subject to negotiation?<br />
<br />
Thanks<br />
In response to the first answer...<br />
<br />
Well yes the intellectual property could have value and be sold to whomever, but not all of it will have value to most people, but would to me.<br />
<br />
Consider if we sold the desk, lamp, computers, etc... when dissolving the corp. Who would buy the sales call scripts... Probably no one, but I could sure use them again. Or what about diagrams that document the sales cycle or project development systems?<br />
<br />
My question relates to the dissolution of the corporation with two scenario's in mind.<br />
<br />
1. If we sell all assets, pay all debts and walk away, can I use any of the documentation to build my new company with the same vision.<br />
<br />
2. If he buys me out (we have a shotgun clause), would I have to re-create all these documents from scratch or can I use them in any way?<br />
<br />
Are these subject to negotiation?<br />
<br />
Thanks<br />
In response to the first answer...<br />
<br />
Well yes the intellectual property could have value and be sold to whomever, but not all of it will have value to most people, but would to me.<br />
<br />
Consider if we sold the desk, lamp, computers, etc... when dissolving the corp. Who would buy the sales call scripts... Probably no one, but I could sure use them again. Or what about diagrams that document the sales cycle or project development systems?<br />