Category Archives: Common Law Claims

Usurpation of Corporate Opportunity, Quirky Question # 52

Quirky Question # 52:

I formerly was employed as an engineer of a high tech start-up company.  I worked for the company for several years in a non-management role.  The company struggled to complete its product (or even to get it to work properly).  Because of these ongoing problems, the company had continual difficulties raising money.  Nearly bankrupt, the company laid off the vast majority of its employees, including me.  Not long thereafter, it went out of business.

Along with a few friends, I then started my own business.  My business has nothing to do with that of the failed company where I used to work.  Happily, the company that my friends and I started has had considerable success.

Much to my surprise, I recently was contacted by the former CEO of the company that fired me.  He said that I “usurped” an idea that belonged to his failed firm and that he and others were considering a lawsuit against my partners and me.  This seems like a shake down.  Do I need to be concerned about this situation? Answer→

Litigation by In-House Counsel, Quirky Question # 50

Quirky Question # 50:

We are a small to mid-size company, with a relatively small legal department.  We have a General Counsel.  He, in turn, supervises two other attorneys.  The General Counsel joined our company about two years ago, and frankly, his relationship with C-level executives has not been ideal.  His relationship with the CEO has been particularly strained.  The CEO has advised me (Head of HR) on several occasions that she just does not trust the General Counsel.  She has expressed doubts about his judgment, his advice, and, critically, his loyalty to the Company.

The CEO recently asked me to initiate the process to remove the General Counsel from our firm.  I don’t know whether this leaked out, but soon thereafter, the General Counsel began sharing with me his concerns about whether our company is complying with the law in a number of areas squarely within his area of expertise.  He advised me that he informed the CEO and CFO of his evaluation but they appear to be ignoring his advice.  I feel as though I’m caught in the middle.

Assuming that we follow through with our plans to terminate the General Counsel, do we have any risks?  My assumption is that everything he has been told in the course of his job is protected by the attorney-client privilege and could not be revealed in any lawsuit against the company.  Similarly, I assume that he could not contend that he was fired in retaliation for bringing the supposedly illegal activities to our executives’ attention, inasmuch the concerns he articulated are squarely within his job responsibilities as our chief legal officer.  Am I missing anything? Answer→

Disparaging Comments on Web, Quirky Question # 14

Quirky Question # 14:

One of our employees discovered fortuitously (by Googling his own name) that a co-worker down the hall has been posting messages to a Web-blog, in which he identified the employee by name and made graphic, negative sexual observations about him.  Not surprisingly, the two employees are not friends.  The subject of the comments had no idea that this conduct was going on and is worried about how these comments already have or will affect his reputation (both within the company and outside of it).

We intend to terminate the employee who placed the comments on the Blog.  Are there any risks associated with that discharge?  We also wonder what actions, if any, the company should take vis-’a-vis the employee about whom the comments were made?  Does that employee have any legal rights that could be asserted against either the company or the employee we expect to terminate? Answer→