Legal Question in Business Law in Indiana

Partnership is dissolved without compensation.

A partnership is formed where P1 contributes money, P2 contributes services. P1 wants P2 to take on monetary responsibility. P2 says no, not in our agreement. P1 dissolves the partnership in Canada with no compensation to P2. P2, in Indiana, then cancels bank acct., merchant acct., and Federal EIN#, but it was never formally registered with the state. P2 wants her original web work taken off the site because she was never compensated by receiving any of the agreed upon profits and P1 broke the original agreement. P1 is threatening legal action over the web work, saying it was partnership property. Are there grounds for a suit?


Asked on 5/26/01, 2:32 pm

1 Answer from Attorneys

Ralph Tambasco Tambasco & Associates,P.C. Attornenys at Law

Re: Partnership is dissolved without compensation.

The first step in reviewing this situation will be to look at the partnership agreement if one was entered into. The next step will be to determine where the business was creted and if incorporated. As Canada was mentioned this may have some bearing on approach to the issues. There may be jurisdictional concerns to consider.

Services or one's expertise may be regarded with the same value as money. The degree of investment of theses service may also be a factor. Again, it does have value. The length of time the busines operated long with the actual money made and value of business reputation are other factors to be looked at.

While the limited facts provided suggest that both p1 and p2 no longer wish to continue the business, p2 may have a point and a claim. The issue may be should p1 contiue to benefit from the services or expertise of p2.

The situation may be better served if the parties are able to negotiate a dissolution of business agreement. If not, a court may have to decide.

However, none of the above should be considered as the last word of this until the full facts, agreemnet and other factors mentioned have been properly reviewed by an attorney.

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Answered on 6/23/01, 12:59 pm


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