I'm suddenly facing a bit of an ethical dilemma. To give background:
The company I currently work for, let's call it AppCorp, currently has a client, let's call him Bill, who has built and launched a small social networking product. We inherited this project when he switched consultancies, and we are now maintaining it.
Our maintenance team works by having clients buy chunks of hours at a time ("maintenance retainers"). Bill has been renewing his maintenance retainers for the last few cycles, and he's an absolutely fantastic client. Likely the best that has ever come through this place – he is humble, patient, kind, and knows what he wants his product to be but doesn't dictate how to get there.
Today, Bill sent me a private text message that I'll summarize below:
- The app has raised $750k, so it's relatively good in terms of capital
- Operational costs are getting too high, so I won't be renewing my maintenance retainer.
- I'm offering you 5% of the company to be a CTO in your free time, with you only doing maintenance and not adding features or doing anything too complex.
- I plan on telling AppCorp all of this later in the week, but I wanted you to have an early heads-up.
This causes a list of problems in my head:
- There is no written agreement that I won't tell my boss about the fact that he won't be renewing his retainer (i.e., I responded to his text and said "don't worry, I'll keep it on the DL until you tell him"). I know for a fact that my boss is assuming this retainer will get renewed.
- He's asking me for free labor in exchange for equity, in my free time. This seems a little unusual. It doesn't technically violate my employment agreement, but it feels very under-the-table and I'm not sure if my bosses would find it acceptable to continue employing me.
So, should I tell my boss, even though Bill will tell him in a few days anyway? I'm afraid that he won't understand my predicament. I don't want to screw either of them, but if I tell my boss, then I'm screwing Bill. If I don't tell my boss, I'm (in a very small way) screwing AppCorp.