Cana partnersell a restaurant without the consent of one or more of the 2 otherpartners?

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Cana partnersell a restaurant without the consent of one or more of the 2 otherpartners?

We are 3 equal partners in a corporation and we own a restaurant, only 1 of the partners invested money, the other partners did not invest money or material goods. Before we had a chance to write a partners agreement one of the partner left (took his personal belongings and did not show up to work), because the restaurant was not bringing profit. Now we decided to sell the restaurant. Can the two remaining partners sell the restaurant without the third one? And can the partner who invested all the money sell it alone?

Asked on September 27, 2010 under Business Law, Virginia

Answers:

M.T.G., Member, New York Bar / FreeAdvice Contributing Attorney

Answered 11 years ago | Contributor

What do your corporate bylaws state?  Since you state that you are "equal" partners then I am going to assume that you all have equal rights under the laws without the benefit of the partnership agreement.  I would do nothing in this matter unless and until you consult with an attorney in your area. Although I am sure that you will not be forced to sit with this albatross, you need to make sure that each party has ample notice and the ability to vote as to the proposed sale, distribution of the assets, repayment of the loan, etc. The partner that financed the venture: does he at least have anything in writing as to the money? If not< i would not advise him to sell it alone given the status of the corporation.  Good luck.  


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