Gu Siyue listened to Han Luyi's idea, holding her coffee without drinking it.
"Zhao Wenyuan's situation is different from that of an ordinary employee," she said. "He's CodeSafe's founder, not a hired worker. The non-compete provisions in the Labor Contract Law don't apply to him."
"What about when Dingsheng acquired the company?"
"The acquisition agreement almost certainly included a non-compete clause for founders—I pay to buy your company, and you can't turn around and build an identical one to compete with me."
"But he was dragged into the sale. He was a minority shareholder. After Dingsheng reached an agreement with the majority shareholders, he was forcibly included in the sale and had no choice."
"That depends on whether he signed the acquisition agreement and acknowledged the non-compete clause." Gu Siyue said, "Drag-along rights compel the transfer of shares, not personal obligations. If he didn't personally sign it—"
"So I can give it a try?"
"Legally, it shouldn't be much of a problem. Non-competes without a signature are hard to enforce in the first place, and Dingsheng only wanted CodeSafe's technology and users when it acquired the company. It didn't keep any of the people." Gu Siyue set down her cup. "A company that large has no idea how many internal factions there are. No one would care where a minority shareholder who got pushed out ended up."
She paused.
"But he still needs to sign an employment declaration confirming that he hasn't brought over any trade secrets from his former company. Have him send me the original acquisition agreement too, and I'll help you determine the boundaries. No one caring now doesn't mean it'll stay that way. If you grow big enough to clash head-on with Dingsheng someday, these old agreements could be dug up at any time."
"I'll make