What to do if I have a 50/50 partnership agreement/contract and now want to remove my partner from the company?

It indicates what my partner’s obligations were and mine. My partner did not hold up his end and now I can’t even get ahold of him to get bank cards and a business tax certificate. I’ve put a lot of effort into this company and intend on finding an investor to proceed on. How do I remove him from the company, tax certificate and bank without having to return the $300 of the $3000 he was suppose to invest?

Asked on September 5, 2014 under Business Law, Georgia

Answers:

SJZ, Member, New York Bar / FreeAdvice Contributing Attorney

Answered 6 years ago | Contributor

You normally *can't* remove a partner from a partnershp unless the partnership or other controlling documents state that you may do so under certain circumstances, those circumstances apply, and you comply with whatever the rules or requirements in the documents are.

In some cases, you can sue your partner for breach of contract (if he does not due what he contracted or promised to do), for  fraud (if he lied about something important to get you to invest or join the partnership), or breach of fiduciary duty (if he is not honoring the obligations to a partner which the law puts on all partners--certain basic requirements of honesty, of not using partnership assets for his own ends, etc.). And in some cases you can sue to have the partnership dissolved and the assets distributed to the partners--this is typically the case if you find yourself deadlocked and cannot agree to a course of action. But all these suits can be complicated and expensive; depending on how much you have yourself invested and the business's assets, you may be best off just quiting the company (if you are not obligated to loans, contracts, leases, etc., which obligations would follow you) and starting a new business. If you are obligated to loans, contracts, leases, and the like, then you may wish to dissolve the partnership and should seek an attorney's assistance in doing so.


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