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Does my business partner have ownership in my company?

 
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eventmagazine

posts: 1

Nov 09, 2008 1:49 PM ET    Quote  Report Abuse
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I told a friend of mine that I was going to start a publication in another city.  He informed me he was moving there and would like to be a part of the new business.  I have the experience in publishing--he in sales.  I drew up an agreement that stated his duties and mine.  I told him this was not good timing for me because I was publishing a book that would keep me from concentrating on the magazine for some time.  He begged and assured me he would fill in until I could move there.  Well...you can guess what happened.  I set it up, put up the money, got loans to pay printers and worked with the designers and writers and advertisers after 8 months he claims he is 50% owner and took checks out of the post office box and created an new bank account and deposited the funds that were to pay the employees. I opened the original account and he was put on the signature card later.  The account he opened has the first name of the publication that most people put on their checks instead of the whole name that is registered to me. The company is a corporation in my name only with no stock issued to him. Is this stealing?? In the agreement, he was to get commission on sales and when the magazine was profitable, he would get 40% of net profits.  We just started having a little money left over to pay him over and above his commission and he is trying to take the company over.  The advertisers have a relationship with him more than me because he lives there and I do not.  I am so mad at myself for not being more careful.  I need advice.  My attorney says to sue him but it would cost over $10,000. Any ideas??
Thanks,
Lois

SlowCookerMate

posts: 48

Nov 09, 2008 5:12 PM ET    Quote  Report Abuse
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I sounds like you have already consulted with an attorney.  It would probably be best to follow the attorney`s advice.

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http://www.slowcookermate.com
http://www.twitter.com/yslowcook
swany

posts: 4

Nov 19, 2008 12:31 PM ET    Quote  Report Abuse
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Eventmagazine,
Your story makes me sutter.  I have been running my own business for over 15 years and for the first time I am considering partnering with someone.  My business has grossed millions of dollares over the years and I have to be careful about how I set this agreement up.  I would like to put a performance based agreement together for him that can protect me if it doesn`t work, but of course motivates him to perform and keep performing.  Knowing what you do right now, do you have any suggestions on how to put this together?  Thanks for your time.


-------------------------

Swany
dswan@customprograms.com
If you don`t try, you`ll never know!
nuSeno

posts: 15

Nov 26, 2008 11:57 AM ET    Quote  Report Abuse
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Swany did you receive any information that was helpful to form your partnership?
 
We @ nuSenO nutrition have spoken with a personal trainer to write an exercise and diet guide for our website. Here are the terms we agreed to " he would right the content before we post it on the website it would be reviewed by a professional writer where she would make any necessary changes. Once the guide it posted for sale on the website he would get a % of each sale". We are not paying him a salary nor his he a partner in the business. He has agreed to these terms.
How can we create a legal document that would clearly explain the terms that we have both agreed on?


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Mark Bradley Jones
Co Owner of nuSenO Nutrition
KirkThomas

posts: 2

Jan 16, 2009 3:23 PM ET    Quote  Report Abuse
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I know when I started my business that you always wanted to conserve the money.  But I recommend that you go ahead and have an attorney review all important contracts.  This is especially true if they regard employment or ownership.  
arkitechebc

posts: 55

Jan 18, 2009 10:42 PM ET    Quote  Report Abuse
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I feel your pain.  Yes, this was truly not a well thought out plan.  You probably will recieve some sort of well deserved compensation.  However, the time and effort to get that will be long and tedious.  Unless of course he does a terrible job of managment and looses the business all together.  Then you lose out twice.
 
Good lesson for others.  Thanks for sharing your experience.
mfackrell

posts: 227

Feb 15, 2009 5:00 PM ET    Quote  Report Abuse
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He does not own anything and has no authority to open any account unless he is a corporate officer. Most banks will not open an account for anyone who is not an officer, if he represented himself in that way, then he has committed fraud.
 
Here is what i would do if i were you.
 
1. Close the account he opened
2. locate any unaccounted for checks
3. I would contact you local police department and tell them what happened
4. Terminate his employement
5. Go talk to your customers personally and explain what happened and how you are going to take care of them.
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