Legal Question in Business Law in Ohio

LLC Partner and Non-Compete

We have a Partner in our LLC that has serrupticiously signed a contract with one of our reseller partners to get commissions paid directly to him. He is not aware that we know about this arrangement. What legal recourse do we have with him and the reseller partner?

Thanks.


Asked on 3/16/09, 8:21 am

1 Answer from Attorneys

J. Norman Stark J. Norman Stark , Attorney, Architect

Re: LLC Partner and Non-Compete

Clearly, this Member is NOT acting in the best interests of the LLC and its business. Such deceptive and harmful conduct is detrimental to the best interests of the LLC and its Members-investors.

You must:

1. Immediately retain legal counsel.

2. By a majority of the Members, vote this bad apple out of the LLC membership on the basis of good cause and, according to your LLC Articles, buy out this person's interests at a fair market value, with current appraisal value, depreciated by that person's detrimental conduct.

3. If necessary, bring an action (lawsuit)for such intentional conduct, and for damages, before buyout.

4. Make certain you notify the Secretary of State of Ohio and publish formal NOTICE of the removal of this Member from the LLC, and cancellation of all power to bind the LLC further in any dealings.

Good luck!

Sincerely, J. Norman Stark, Cleveland, Ohio.

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Answered on 3/16/09, 8:50 am


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