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Digi filed a suit in a federal district court against Sull.Did Sull breach his fiduciary duty to Digi?
Digi Ltd designed software to enable its clients to sell their products or services over the internet. Sull served as a Digi vice president until 2000, when he became president. Sull was dissatisfied that his compensation did not include stock in Digi, but he was unable to negotiate a deal that included equity that is, shares of ownership in the company. In May, Sull solicited ASR Corp.’s business for Digi while he investigated employment opportunities with ASR for himself. When ASR would not include an “equity component” in a job offer, Sull refused to negotiate further on Digi.s behalf. A few months later, Sull began to form his own firm to compete with Digi, conducting organizational and marketing activities on Digi’s time, including soliciting ASR’s business. Sull had all e-mail pertaining to the new firm deleted from Digi’s computers in August, and the resigned. ASR signed a contract with Sull’s new firm and paid it $400k for work through Oct 01. Pls. Explain?
Public Comments
- I sort of lost you in that, but basically Sull sounds like he was a "free agent", if he wasn't beholden to any contractual obligation (like a non-compete). As far as fiduciary responsibility, if he negotiated (originally) in good faith, that shouldn't be an issue. As far as looking for answers on the Internet instead of forming your own opinion, I'm mixed. It is a way of learning, but at the same time, it's not doing the work for your class. True education comes yes, from research, but mainly from thinking.
