Legal Question in Business Law in New York

You would be severely remiss if you enter this arrangement without an agreement properly drafted by an attorney. If they hesitate or get insulted, you may be better off backing out. This would tell me something about their intentions.

First, you are NOT entering into a "partnership." You are purchasing shares in a corporation (or membership interest in an LLC). As such, it would be a potentially catastrophic mistake not to enter into a Shareholder Agreement drafted by an Attorney. Do NOT draft the agreement yourself. The New York Business Corporate Law is too intricate and what you prepare might be entirely unenforceable. I agree with the other attorney that answered: If your colleagues don't want to sign an agreement, you should seriously consider backing out.

I not sure if the attorneys of this forum understand your question. Mr. Isaacs indicated that you are joining a corporation. However, upon reading your question, it seems that you are forming a partnership between yourself and the corporation. If this is the case, you do not have to join the corporation. However, you really should have a partnership agreement. The partnership agreement should address such basic issues as capital contribution, performance by the partners, distribution of income, liabilities, dissolution, etc. Mr. Isaacs is correct - that you really should have representation when drafting this agreement.

Mike.