Legal Question in Business Law in Ohio

I set up a Limited Liability Partnership in Ohio. My partner carried none of her weight the entire time. Even worse, she proceeded to make anti semetic slurs to both one of our contractors and myself. In addition to the continued defamation and her erratic behavior, she has failed to assist with paperwork, shafting me with full responsibility. I ended up being responsible for running the business and now cleaning up the messes she created. Luckily, our partnership is "done" though it has not been dissolved. Is there any way I can sue her personally (Equal Partnership) for her conduct or am I stuck naming solely the LLC?


Asked on 6/13/12, 2:26 pm

2 Answers from Attorneys
Daniel Myers Myers Law, LLC

I am a little confused. Did you have an LLP or an LLC? Your rights against her will depend on the agreement you had (Partnership or Operating Agreement). You should check that document to see what your rights are. If you did not have a written Agreement (you should make sure to have one in future partnerships and LLCs) this may depend on what her duties should have been, what you paid her when the partnership ended, and and other factors. You need to sit down with an attorney in your area to discuss these additional facts, and more, in order to know what your rights and remedies are.

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Answered on 6/13/12, 2:30 pm
Bradley Miller Miller Law LLC

I agree that this is a bit confusing. Are you trying to say that your "partner" was actually an LLC (single member), and you want to know if you can bypass the LLC and go against the owner individually?

Normally the LLC entity protects its members from liability. However, there are occasions where you might be able to pierce the LLC veil and go after the member personally. The only way to know if this might be possible is to talk to an attorney about the specifics.

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Answered on 6/13/12, 2:38 pm


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