Company Size: 8 employees

2003 project revenue: $400,000

2002 Revenue: $200,000

Based in : California

We have a company that is 50% owned by investors and the rest by
employees. The company has a great product used by 1000 users but is
low on cash and employees have been working on deferred salaries for
over six months

We have a prospective buyer, that will take over the liabilities
(deferred salaries) and the assets (the IP of the software) and
provide employement to some of the team members. The employees of the
company would like to go for it because it at least covers their
deferred salaries and some of them would have paying jobs.

But the investors are blocking the deal because they are not getting
anything.

We want to make this happen because otherwise we are looking at
shutting down.

Current Research:
Three people from our company can sue the company for getting their
salaries and that puts the company into bankruptcy.

If there is no buyer, then company assets are transferred to the
creditors (which happen to be employees due to their deferred
salaries). Now, the company is 100% owned by the employees and we can
now control our destiny.

Alternatively, the prospective buyer can pick up the assets by paying
off the creditors.


Question:

Is the above legally possible?

Are there any issues with this approach? 

I am on the board and am I personally liable?

Would the prospective buyer be concerned about buying a company that
has gone through a bankruptcy reorganization?