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Debra, Lawyer
Category: Canada Law
Satisfied Customers: 100935
Experience:  Lawyer
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I was recently off from my employer, during the course of my

Customer Question

I was recently laid off from my employer, during the course of my employment I also held shares and was director of another company in which was in the same field as my employer this was a corporation with multiple directors and shareholders. I have decided to sell off my shares of my company and pursue other interests, I was speaking with a former client of my employer and he asked to go for a drink. During this period he mentioned to me that he only used my employer because of me and if I left he would keep his loyalty to me. I mentioned I am no longer pursuing that field and I can recommend another company if he likes. I would recommend the previous company in which I had stake in as they would be ones I would trust could best suite the client. My question here is would I somehow be violating my Non-Compete and Non-Solicitation agreements simply by recommending him to a company I no longer have any ownership in? or director of for that matter?
Submitted: 2 years ago via LawDepot.
Category: Canada Law
Customer: replied 2 years ago.
I have gained a personal relationship with the client in regards ***** ***** often go to sporting events and such, I texted him to let him know I am no longer at the employer in which he was a client in as he often texts me for any questions he may have. The conversation of me not being with the company lead into wanting to meet for a drink.
Customer: replied 2 years ago.
This is in Alberta to follow the Rules of Alberta Employment
Expert:  Debra replied 2 years ago.

If you are no longer an owner of the company then this could not be competition or solicitation.

Let me know if you need further clarification.

Customer: replied 2 years ago.
How about the "Best Faith Clause""the implied covenant of good faith and fair dealing is a general presumption that the parties to a contract will deal with each other honestly, fairly, and in good faith, so as to not destroy the right of the other party or parties to receive the benefits of the contract."I have no ownership in the company I am referring them to, I may have to play middleman for introductions and what not however ownership of the company ceased around the same time as the lay off as I want to pursue other interests.My Main concern here is would I be breaking any of the clauses mentioned above in the release of employment and employment agreement.
Customer: replied 2 years ago.
The correct link is
Expert:  Debra replied 2 years ago.

I cannot review the contract but if you are not employed by that corporation and do not own shares in it and especially since the client told you that they had only been with your employer to be with you and given that you are not even benefiting from this at all, I just don't see this as solicitation or competition.

Customer: replied 2 years ago.
I was thinking this as well however I just wanted to make sure I was protected as I once did own shares and was a director in the corporation and also employed. However now I do not own shares and have transferred them to another owner who I know but do not gain financially from it in any which way. My main concern is they don't come back saying I took the client and I once was a shareholder to the company which took them.
Expert:  Debra replied 2 years ago.

I don't see how they can successfully claim that.

I cannot speak on the phone with you. The rules of my law society don't permit that as you are not my client.

I am going to bed now but if you need further clarification I will answer again in the morning.

Customer: replied 2 years ago.
Would the answer be the same even if the shareholder in which I transferred shares to was someone I knew either a family member, Girlfriend/Boyfriend , significant other.
Expert:  Debra replied 2 years ago.

Not if it could be shown you did this to get around the agreement.

Customer: replied 2 years ago.
They would have to find a way to prove that correct? which in all honesty I have no intention of staying in the field I am attending classes and doing much different stuff the only reason for my recommendation to that corporation is because I trust them at their job to do it well. The shareholder was only given shares as way of payment in lieu of salary for administration work they would be doing. Thanks again for the clear answer
Expert:  Debra replied 2 years ago.

Yes they would have to prove it.