Legal Question in Business Law in Texas

Re: Leaving Corporation

Since there isn't a buy/sell agreement, the three parties will just have to keep negotiating. Either the two remaining can buy half each of the third's shares, or the corporation can buy the shares as Treasury stock if there's sufficient capital surplus.

If you all can't agree on a value for the corporation, you may need to get a professional business appraiser to tell you the value of a going business, and the value of a 1/3 minority shares position.

You are also going to have to do a final accounting for profits on the day the sale closes, so the leaving party knows what sort of tax liability he'll be up against.