Legal Question in Business Law in Florida

Partner trying to push me out!

I started a business with a partner in Florida, however, my partner could not be listed on the state license nor the county occupational license for personal reasons. My partner instead established a corporation listing both of us as officers, however, never put the corp on any licenses. The corp filed taxes and such for the business (no taxes owed other than payroll not yet paid), but now, the partner wants to get me out. If I am listed as sole proprietor on all licenses, does he have any right to do this? Am I legally the sole proprietor of the business? Nothing is in the corp. name other than one bill and two out of three bank accounts - not even the lease. Everything else is in my name as sole proprietor even the ficticious name registry. Can I just take over legally - without him? I requested that we sever ties due to his excessive expenditures of company money, he refused and is trying to push me out totally. I just want to be separate from him.


Asked on 7/19/09, 2:11 pm

1 Answer from Attorneys
Sarah Grosse Sarah Grosse, Esquire

Re: Partner trying to push me out!

I think this situation is rather complicated, and I recommend that you have a lawyer review all the facts to give you a complete opinion.

That said, based on the facts you have given, it is clear that you are a sole proprietor of a business. However, it is not clear whether that sole proprietorship (you) is in a partnership with a corporation. I think you probably are - and even agreed to be. What complicates matters the most to me is that the corporation filed "taxes and such" for "the business" (which one? the sole proprietorship? how does that work?) and that the corporation is named on two of the three bank accounts.

As complicated as it is for me to delinate 'who owns what' as far as the business entities, I find it highly unlikely that your partner could just force you out. But, a clever lawyer may be able to figure out how to do that for him.

Again, I highly recommend that you retain an attorney in this matter to protect your rights.

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Answered on 7/19/09, 2:48 pm


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