Legal Question in Civil Litigation in Texas

In a general partnership, signed & notarized,can my partner force me to close th

My partner has decided to step out of the partnership. She is asking for $10,000.00. The business has slowed.

Can she force me to close the doors if I don't pay her this amount. She has no proof of cost for equipment. it was all used when it was purchased.

I want to have the business. I bought into the business with $10,000.00. My bank says the equipment and contents isn't worth that much.

What do I do? I don't wan't to close the doors, but I want to lower the buy out price.

Thank you


Asked on 12/10/02, 9:57 am

1 Answer from Attorneys
Peter Bradie Bradie, Bradie & Bradie

Re: In a general partnership, signed & notarized,can my partner force me to clos

Your partner is forcing a dissolution of the partnership. All the assets, less all the liabilities, are then divided up equally among the partners. The business is then gone.

If your partner is willing to accept that, then adding a bit to it might sweeten the deal, particularly if the liabilities exceed the assets.

For purposes of dissolution and liquidation, goodwill has no value. You're looking at the value of hard assets sold at auction plus receivables, less fixed liabilities. How you negotiate from that point is up to you.

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Answered on 12/10/02, 10:51 am


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