Legal Question in Business Law in New York

Rights of 1/3 Partner in Property ownership

I own 1/3 of a building which houses a store that I also own one third of. My two partners each also own one third of the store and property. We have a partnership agreement

on the store but not the property. I believe they are trying

to get me out of the store in order to get control of the property.The stores lease has elapsed 3/05. My questions are:

If They achieve this can they pool their shares and excersize a Majority control of the property in order to

1)rent the property out to themselves or someone else

at below market rent. against my will.

2)and to a lesser extent I am worried that they will be able

to sell it without my consent.

My question is as a one third partner in the property With

no partnership agreement what control do I have against them

if they side against me. It is a subchapter-S corp.

And naturally if the property is to be rented I would want market rate rent.

Thank You


Asked on 11/14/05, 12:10 am

3 Answers from Attorneys
Kenneth J. Ashman Ashman Law Offices, LLC

Re: Rights of 1/3 Partner in Property ownership

In order to answer your question, we would need to see the Articles of Incorporation; the Bylaws; any "partnership" agreement; a copy of the expired lease; and the deed/title to the building.

Once reviewed, we would be able to provide to you advice which would comport with New York law.

Pls. feel free to contact us if you would like this assistance.

-- Kenneth J. Ashman; www.AshmanLawOffices.com; [email protected]

The information provided by Ashman Law Offices, LLC (�ALO�) is for general educational purposes only. No attorney-client relationship is established by this communication and no privilege attaches to such communication. ALO is not taking and will not take any action on your behalf and will not be considered your attorney until both you and ALO have signed a written retention agreement. There are strict deadlines, called statutes of limitation, within which claims or lawsuits must be filed. Therefore, if you desire the services of an attorney and decide not to retain ALO on terms acceptable to ALO, you should immediately seek the services of another attorney.

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Answered on 11/14/05, 7:35 am
John Friedman Law Office of John K. Friedman

Re: Rights of 1/3 Partner in Property ownership

You should also be aware that NYS law imposes a higher fiduciary duty on "majority" holders as against minority holders in a closely-held corporation.

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Answered on 11/14/05, 10:09 am
Steven Czik CZIK LAW PLLC

Re: Rights of 1/3 Partner in Property ownership

You may indeed have an action against your partners for breach of fiduciary duty, an examination of your corporations by laws and agreement would be necessary. This area of law does happen to be one of our specialties, however, we would need some more information before making a complete and proper determination. You are welcome to contact us for a free consultation.

Law Offices of

STEVEN J. CZIK, P.C.

The Soho Building

110 Greene Street, Suite 1102

New York, New York 10012

212.413.4462

[email protected]

The information provided by The Law Offices of Steven J. Czik (LOSJC) is for general educational purposes only. There is no attorney-client relationship established by this communication and no privilege attaches to such communication. LOSJC is not taking and will not take any action on your behalf and will not be considered your attorney until both you and LOSJC have signed a written retainer agreement. There are strict deadlines, called statutes of limitation, within which claims or lawsuits must be filed. Therefore, if you desire the services of an attorney and decide not to retain LOSJC on terms acceptable to LOSJC, you are advised to immediately seek the services of another attorney.

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Answered on 11/14/05, 1:04 pm


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