A: There are two ways to purchase a company. Buy its assets individually, or purchase the stock of the company. Buying the assets is more legal work, and more expensive and disruptive to the purchased business' relationship with third parties such as employees, customers, vendors, and banks, but avoids assuming the liabilities of the selling company. Buying the stock of the company is far less disruptive, but runs the risk of assuming undisclosed liabilities of the company.

A: A shareholders' agreement generally provides specified outcomes on issues that require a stockholder vote. Thus, who is on the board of directors, the sale of the company, and other major issues like that. The agreement requires that the stockholders vote in the agreed upon manner to enforce the agreement.

A: Generally, the common restriction is a right of first refusal, meaning if you later sell the stock, you have to allow the prior owner an opportunity to buy the stock back. In contrast, you would usually impose a non-compete on the seller.

A: Non-Competes in Connecticut for physicians are limited to 15 miles and one year. In addition, a non-compete agreement is not enforceable if the employment relationship is terminated by the employer without cause, or the agreement is not made in anticipation of, or as part of, a partnership or ownership agreement. Aks your prospective employer if they are aware of Connecticut law, and in particular Conn. Gen Stat. § 20-14p.