Legal Question in Business Law in Texas

LLC never signed operating agreement

LLC formed 8/1/04. 2 equal sharehoders. Purchased existing business (salon) that rents stations. The salon has been in business for 25 years, is well known and had a high reputation.- The original owner moved out of state & sold it to his sister. She didn't keep it up, couldn't keep stylists,got behind on bills and rent to the landlord. She wanted out. We (stylist)didn't wnat to leave... We signed a 5 year lease. The salon is now FULL. The rent income(received from the lesee's) totals $1,265.00 per week. NOW, the other shareholder wants the business for herself. Can I be forced out? An operating agreement was never signed. She offered to buy me out for$17,000. She won't speak to me.She won't help clean the shop. I'm tired of being treated this way. BUT, I want to own a salon. I've looked into finding another place equivelant to the salon now, However, $17,000. wouldn't come close to covering the costs for the license,equipment,mirrors,sinage,plumbing, etc. Therefore, I do not want to sell. She won't offer more. She's threatening to force me out. Since she thinks that $17,000 is a fair number to buy me out, Can she be forced to sell @ that price?? Sorry , so many questions - please respond to more than one. Thank You.


Asked on 2/17/06, 7:27 pm

1 Answer from Attorneys
Peter Bradie Bradie, Bradie & Bradie

Re: LLC never signed operating agreement

Without an Operating Agreement covering a buyout, you are in a position of either negotiating a fair price, continuing the way it's been going, or forcing dissolution of the LLC. Neither owner can legally run the other off.

Talk with a business broker about how a salon should be valued for a business sale.

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Answered on 2/18/06, 10:42 am


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