Greetings all! I hope I can get some much needed insight into the following matter:
In 2003 I went into business with my father, we started an S Corp. When we filled out the articles of incorporation and the shareholder's agreement, he turned to me and asked that I give him an additional 25% of my shares, being that he was close to retirement age and the company will be "all mine in just a few years". My 1st mistake was that I foolishly agreed, he has 75% of shares to my 25%. My 2nd mistake, and the most critical, was not having a written agreement regarding our duties and compensation plan, after all, it's family we're dealing with, right?
Bottomline, the old man, in his capacity as corporate president, has made poor decision after poor decision that has almost cost us our business on at least 3 occasions! The decisions have been made unilaterally by him and they have hurt the company badly each time. We almost closed in 2008 and 2009, but thankfully were able to keep the doors open and actually had significant growth in 2010, with the help of the tax credit program developed by the stimulus package. ( few industries were benefited, ours was one). We doubled our sales in 2010 in comparison to 2008 & 2009, but would you believe that 60 days into 2011, the company is broke???
How you might ask after doubling sales? Well for one, the "president" is obsessed with becoming a "national company" and believes all the jive he's told by advertising sales people. So he's purchased loads of marketing in the 1st two months of the year, when people don't buy anything in our seasonal business. Secondly, he's paid himself a boat load of $ in the latter part of the year and is basically using the company checkbook as his own piggy bank! Sad to say that with over $3mil in sales, we can't buy the materials to fabricate and fulfill our work orders to our customers, who have put deposits down toward these products & services!
Long story made short(er)- we can impeach the President of the country for not following the laws and best interests of the country, how can I impeach this irresponsible delusional jackass? Isn't there a fiduciary responsibility of an officer of a company to act in the best interests of the company and not make exorbitant payments to personal credit cards, luxury vehicles and dining clubs from the company bank account? I want to save the company that I've been the main work horse in building, but I fear that when the crap hits the fan, it'll all be lost due to his poor decisions, delusions of grandeur and irresponsibility! Thanks for any good legal advice!