Legal Question in Business Law in New York

Partnership Responsibilities

I and my partner are running a photo studio business, with each being 50 percent stock holders of the corporation. I am listed as president and my partner's listed as secretary. My partner's been acting irresponsibly by missing the whole day of work without notice, or giving unreasonable excuses like ''i took wrong medications and i can't come to work'', this happened at least 3-4 times a week. Not only that, he's been going out to lunch which is usually 1 hour but been usually taking off 30 min to 1 hour extra from lunch time. Is there something that can be done to prevent his extensive absences and tardiness?


Asked on 3/20/08, 10:17 am

1 Answer from Attorneys

Nancy Delain Delain Law Office, PLLC

Re: Partnership Responsibilities

Oh, dear.

Does your partner's different working style have a bad effect on your business? Can you show that bad effect on your books? If so, have you talked with your partner to tell him/her the effect that this behavior is having on the business?

You're business PARTNERS. Neither of you is the other's employer. Therefore, you have no actual say over your partner's work habits unless there is something in your partnership agreement about hours to be worked, in which case you may have an action in contract against your partner.

If your partner's behavior is damaging the business, your business (not you personally) may also have an action for a breach of fiduciary duty to the business.

If you can't come to terms with your partner, the 50/50 stock split is going to be a HUGE problem. Talk with an attorney who practices business law in the state where the corporation is filed and has its principal place of business (I note that two states are listed in your question's footer; if the corp. is filed in one state and the principal place of business is in another, you'll need a lawyer in both those states).

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Answered on 3/21/08, 11:30 am


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