Summary
The CEO of a corporation is generally protected from personal liability for company obligations, such as buyback agreements, unless they engage in fraudulent or illegal activities. The corporation itself is typically liable. However, if the CEO breaches fiduciary duties or acts in bad faith, personal liability could arise. Fraud or misrepresentation could also lead to personal liability. Consulting a business attorney is recommended for a detailed evaluation based on specific agreements and circumstances.Full Conversation
business law
Hi ****! Could you please provide more details about your business law issue so that I can help you better? For example, are you dealing with a contract dispute, starting a new business, or something else?
-C-Corp Based in Hawaii
-Issued Convertible Notes to early investors
-Convertible Notes reached maturity and had to convert or be paid off
-For several of the investors, CEO made an offer to buyback shares at some time in the future if noteholders would convert to shares rather than cash out.
for * of these * investors (out of a total of *+ investors, agreement signed to buyback at higher value that conversion value. Remaining * were buyback at same as conversion price.
-Company does not have the funds needed to buyback the shares as planned.
-Does CEO face personal liability, or just company liability.
In general, the CEO of a corporation is typically shielded from personal liability for the debts and obligations of the company, including contractual obligations like buyback agreements, as long as they operate within the scope of their duties and do not engage in fraudulent or illegal activities. Here are some key points:
- Corporate Shield: The corporation itself is usually liable for its obligations, not the CEO personally.
- Breach of Fiduciary Duty: If the CEO acted in bad faith or breached fiduciary duties, personal liability could be a concern.
- Fraud or Misrepresentation: If there was any fraudulent activity or misrepresentation, the CEO could potentially face personal liability.
It's advisable to consult with a business attorney to get a precise evaluation based on the specific details and agreements involved in your case. Would you like to be connected to local lawyers who can assist you further with your case?
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1joereed79@gmail.com
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Would you like to be connected to local lawyers who can better assist you with your case?
yes
Case Rating: *
Sure ****, it sounds like this could be a high-value case. Before we proceed, could you please provide your phone number?