Is the consent of all partners to a partnership needed to sell a business?
Get Legal Help Today
Compare Quotes From Top Companies and Save
Secured with SHA-256 Encryption
Is the consent of all partners to a partnership needed to sell a business?
I own a small business, general partnership without a formal partnership agreement. One of the partners has been estranged for at least 20 years. Myself and the other partner wish to sell the business. Do we need the estranged partners’s consent to do this?
Asked on October 3, 2013 under Business Law, New York
Answers:
SJZ, Member, New York Bar / FreeAdvice Contributing Attorney
Answered 10 years ago | Contributor
You need the consent or agreement of a majority of the owners. That is majority by ownership interest, so if it was owned equally by the three of you (1/3 each), for example, two of you together have a majority (2/3) and can make the decision to sell. The exception to this would be if the articles of incorporation, operating agreement, or other document(s) creating or governing the business specifically require unimous consent for this; if so, you have to do what the three of you previously agreed.
IMPORTANT NOTICE: The Answer(s) provided above are for general information only. The attorney providing the answer was not serving as the attorney for the person submitting the question or in any attorney-client relationship with such person. Laws may vary from state to state, and sometimes change. Tiny variations in the facts, or a fact not set forth in a question, often can change a legal outcome or an attorney's conclusion. Although AttorneyPages.com has verified the attorney was admitted to practice law in at least one jurisdiction, he or she may not be authorized to practice law in the jurisdiction referred to in the question, nor is he or she necessarily experienced in the area of the law involved. Unlike the information in the Answer(s) above, upon which you should NOT rely, for personal advice you can rely upon we suggest you retain an attorney to represent you.