Twelve years after Lou started working for a steel company, he became dissatisfied with his position as vice-president and his relationship with his boss.

Lou’s wife encouraged him to resign and start his own company selling steel. His wife incorporated a numbered company and registered a corporate name, after having spoken to a lawyer. Lou then resigned and launched a competing company on his own.

Within a week, Lou got a letter from his former employer saying it had evidence that, before he left, he had copied and downloaded confidential, proprietary information. The company asked him to return it.

Lou claimed he had simply backed up the files on USB drives, which was a usual practice in case there was a computer system failure. He gave the USB drives back to the employer.

Once Lou s

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