Legal Question in Business Law in Georgia

Partnership Dissolution

I borrowed money from an individual to buy a business and signed a Promissory Note. Using the loan proceeds and my own money, I bought the business in my company's name and the lease for the space is also in my company's name. The individual who loaned me the money has taken the business assets as collateral to secure the loan I borrowed. 2 months after I bought the business, that individual and I signed a LLC agreement where the loan I took from that individual would become part of that individual's initial contribution toward the LLC and the downpayment I put in to purchase the business would become my initial conribution toward the LLC. The LLC agreement requires that that individual put in additional capital. But, this has not happened yet. Even though that individual has not put in the additional capital required toward the LLC, is the LLC agreement still binding? The ownership of the business is still in my company's name. Can that individual demand profit sharing from the operation of the business even though that individual has not put in the additional required capital? Am I legally binding under the LLC agreement or under the Promissory Note or under both? Please advise.


Asked on 6/18/04, 1:47 am

1 Answer from Attorneys

Lynwood Jordan Lynwwod Jordan, Attorney at Law

Re: Partnership Dissolution

The answers to your questions will be determined by the precise language of the LLC and other paperwork. You should present these questions to the attorney who prepared the documents.

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Answered on 6/18/04, 7:08 am


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