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Richard, Attorney
Category: Legal
Satisfied Customers: 55319
Experience:  Attorney with 29 years of experience.
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Story short a company wants to sue me without a written

Customer Question

Long story short a company wants to sue me without a written contract, but through verbal discussion and random text messages. They are worth 8 Million dollars and my company has pretty much nothing in funds yet. We are Sole Prio under my own legal name, he wants to collect 8000$ or so for his time. We were suppose to partner up and he would get 8% Equity he didnt show up to the meetings so i felt he didnt abide on his side so I told him no last minute.
Anyways in case he tries to sue me for more then 6000$ if i Incorporate my business tommorow and i have no funds in my account, would he still be able to sue me directly or just my company? as the deal was under the company?
Submitted: 1 year ago.
Category: Legal
Expert:  Richard replied 1 year ago.

Hi there. My name is ***** ***** I look forward to helping you.

Since you are a sole proprietorship, that means you don't have a limited liability entity. So, if this company could prevail in a suit, he could pursue your company and you to collect. If you incorporate now, the cash would be beyond his initial reach because the corporation would be a separate and distinct entity, but your ownership in your new incorporated entity would be at risk. BUT, based on your facts, he's going to have a difficult time prevailing if: i) there was only a verbal agreement with no evidence that there was a full meeting of the minds and full accord and satisfaction on ALL the terms of the arrangement; and ii) even if there had been, he breached any such agreement by failing to perform. So, I wouldn't let him intimidate you as it seems to me he won't prevail. And, you might let him know if he does pursue this, you will be filing your own counter suit for damages for breach of contract since he's claiming there was an agreement and he has clearly failed to perform. :)

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Customer: replied 1 year ago.
Thanks for the tip ! , just to clarify so you're saying if i was to incorporate , and they were to claim a lawsuit and lets say i had 100$ in my account, i would lose ownership of my company if i had to dissolve the corporation due to not being able to pay them for the lawsuit, if they did win lets say, and the 100$ in my account?
Customer: replied 1 year ago.
Expert:  Richard replied 1 year ago.

Sorry for the delay....Had a pre-scheduled meeting. Yes, that is correct. :)

Expert:  Richard replied 1 year ago.

Thanks for your patience and I apologize the the inconvenience.

Expert:  Richard replied 1 year ago.

It's been my honor and privilege to help you with this. If I can help you in any way in the future, I'll be happy to help.

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