Legal Question in Business Law in California

Re: Business Break-up

Unfortunately, we do not handle legal matters in your state as we are only licensed to practice law in the state of Arizona. Good luck on your matter.

Re: Business Break-up

Unfortunately, you've asked a fairly generic and nearly impossible question to answer clearly. I think what you're driving as is "What can I expect from here?" You can request that the court assist you with a dissolution of the corporation, sort of like a business divorce. How this comes out at the end depends on a number of factors, including what you've agreed to in documents that you signed when forming the business, what each party put in (e.g. your IP would be subject to valuation), and whether one party and/or the other wants to continue the business or whether a third party sale is an option. How much evidence is required, what kind of legal fees you may anticipate to incur, and the likelihood you can agree on a negotiated outcome or get most of your needs met is entirely impossible to determine from the information available in this forum. A local business attorney can help you sort through your options and most likely outcomes.

Re: Business Break-up

This would be a great question to ask the attorney who drafted the legal documents, if you are the client of that attorney.

If you do not have your own attorney, now would be the time to consult one in person. Unfortunately it is impossible to answer your question without an attorney's reading the various papers and interviewing you to elicit other facts.

Re: Business Break-up

Unfortunately, an unsatisfying answer is all I have for you.

I believe that it is nearly impossible to answer your questions without knowing what the incorporation documents say exactly. It's also nearly impossible to make an estimate of damages without knowing more about the product, the value of the corporation, your partner's capital contribution, what it has been used for, etc.

Some information that it'd be good to know:

1. Did you take any steps to establish legal protection over the IP at issue? And - is it mentioned specifically as your contribution in the incorporation documents?

2. Does the 50% amount that your partner has contributed state that he has only contributed half of what he had promised?

3. Do you each own exactly half of the corporation? If so, are there any provisions in the incorporation documents that address circumstances in which the two of you might disagree?