Legal Question in Business Law in California

Re: Partner in Corporation terminates the other Partner

It does not sound like it would be difficult to prove the partnership status or the damages. Would take some work and some expert witnesses. Sounds like a good case.

Joel Selik

www.4thelaw.com

Re: Partner in Corporation terminates the other Partner

It sounds to me as though both the question itself and the answers given by other attorneys are mixing corporate law and partnership law. For example, you title your question 'Partner in Corporation.....' It is very important to make the distinction, as the rights and remedies of the owners will be quite different if they are partners in a general partnership than if they are stockholders in a small corporation.

Further, there is a third concept that may be mixed in here--that of employment, since you also refer to 'termination' and some of your facts suggest termination of employment. The rights of an employee, including a management-level employee and/or an employee who is also a shareholder or a general partner, are different.

Assuming the business is a corporation, your rights will depend to some extent upon whether you have more than, exactly, or less that 50% stock ownership. Minority rights are obviously the weakest and most difficult to enforce, but for sure they do exist!!!

Your Zip code indicates you are in Apple Valley; that's a long way from me, but I might consider taking this case on a contingency or reduced-fee basis. I am handling a similar situation (partnership) for clients in Sacramento. Please call (707) 523-4497 or e-mail me with particulars and we can have a long-distance consultation.

Re: Partner in Corporation terminates the other Partner

If your husband and his friend intended to form a partnership, and then took steps to start and carry-out the partnership's business, your husband has protectable rights.

A partnership agreement does NOT have to be in writing to be enforceable.

I would be happy to speak with you further about your situation.

Re: Partner in Corporation terminates the other Partner

See an attorney right away! If documents weren't signed, they will likely not be enforceable. If the corporation was formed, there should be papers/stock showing the degrees of ownership. There may also other agreements you signed regarding buyouts or employment. The other attorney should give you a copy, as he was (presumably) representing both of you at the time.

If nothing was signed, you still have rights and some kind of interest, which you need to protect. The attorney can protect those rights and use the power of the courts to discover the necessary documents and financial assets, and negotiate a resolution.

Re: Partner in Corporation terminates the other Partner

You should contact the attorney...and get another copy of the partnership agreement. Then file a breach of contract action!!!

Re: Partner in Corporation terminates the other Partner

Contact that attorney for copies of the incorporation documents. You can also contact the California Secretary of State office to determine if the corporation was actually registered. You should also have copies of tax returns showing the ownership structure. Dependent upon the type of business/contracts/work performed by the Company, you may need to seek immediate injunctive relief to prevent (further) looting of the company. Informing the attorneys on this board of your geographical location would greatly assist.