Question

Inc partnership gone bad

Asked 1 June 2017 · needs an answer

The question

Hello,

I am a partner at an Inc that's into software consulting business. There are a total of 3 partners - including me, my wife and my friend. The business is registered in Delaware state even though we 3 are located in different states. Suddenly, my partner friend has withdrawn major amount from the business bank account and has also blocked my QuickBooks access. He has also disabled my wife's MS Outlook email account. He had administrator rights. My numerous calls and Whatsapp messages for seeking clarity have gone completely unanswered. This has been going on for the last 6 months. I have absolutely no clarity on why he has done this.

Loosing money is one thing and being held liable for further business dealings done in my name, another. I am more worried about the possibility of creating any further liabilities for myself because of him. Can he conduct any business (unknown to me) for which me and my wife, will be held liable being part of the Inc partnership? We haven't signed any document directly other than the partnership agreement made at the time of registration of the Inc. Also, we are not doing any business in the name of this Inc. Hence, there are no new cash inflows at all.

Me and my wife can resign from the partnership but that would not serve the purpose of gaining clarity on why exactly he did what he did. Also the matter would go unresolved and any liabilities we are unaware of right now, will stick to us for no mistake of ours. Hence, I do not know what should be the right thing to do this point of time. My goal is to have a safe exit. Please suggest/advice.

Thanks

From the LawyerCentral forum archive. Originally posted 1 June 2017 on a legal forum that has closed. Names and contact details were removed. See the original (Internet Archive).

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