Talk to an attorney. Maybe even two. A lot of lawyers have specialisations, i.e. litigation, IP, tax, etc. Good firms have all these capabilities in house. Just

Talk to an attorney. Maybe even two. A lot of lawyers have specialisations, i.e. litigation, IP, tax, etc. Good firms have all these capabilities in house. Just like software developers, genuine good lawyers are actually hard to find First, it would probably be a good idea to talk to an IP lawyer, to understand who owns what under the laws of Delaware (and the state your live in). I'm not US based, but I can imagine some states have different laws, with some having precedence over one another. It could be that you inadvertently transferred the IP to the company, by some action or event. Now you know where you're at, which is important if you intend to continue building the product. Second, and I'm not sure on this, but I would probably talk to a corporate attorney to understand what my options would be. Dissolve the company? Somehow acquire his shares? Third, try and fix things by just talking things through. This is usually the easiest and quickest way. Best of luck! :(