A: The specific requirements for the composition of a board are a matter of State law, so the answer would depend on where your corporation is incorporated and, in some circumstances, where it is physically located. The number of directors and the specific choice of whom to add to the Board is generally best determined on a case by case basis.

A: There are a number of possible exit strategies, including a sale to a third party, a sale to an employee stock ownership plan, and a sale to an employee-owned cooperative corporation. Each of those approaches could be effected through a single transaction, or through multiple installments, or you could maintain some ownership of the business indefinitely. Each appraoch comes with certain relative advantages and disadvantages. Please contact me if you would like to discuss your options in greater detail.

A: Partners in a general partnership have apparent authority to take any action on behalf of the partnership, including hiring employees. This is true even if the partners have agreed between themselves that one a partner does not have the authority to hire employees. A partnership that limits the authority of one partner would give rise to a claim by one partner against the other, but third parties can rely on the apparent authority of a partner to make hiring decisions.