[mehrdadn]

Was this really a clerical error? He sold 90% of the shares to his dad and signed it without reading. If he forgot to sign it or signed the incorrect form, I'd call that a clerical error, but does not reading what you're signing also fall in that category?

[dmurray]

The clerical error is in treating the money deposited in CD Baby's account as belonging to CD Baby. It's completely normal that one business has funds in its bank account which are actually owed to another entity, and that's the way that it could have been treated here. With some technicalities of law (does this mean CD Baby was running an unlicensed money transmitter?) that fall under the category of "gnarly account / tax mess to clean up".

[jjeaff]

As long as you can prove that there was no intention of selling and that something like that was not even on the table, then no, merely signing a contract would not be enough.

Of course, usually, it's hard to prove that you didn't know what you were singing. The other party can just say, "ya, that was what we talked about then we drew up that contract."