Having a business partnership can ultimately be one of the most beneficial relationships you will ever experience, but it is important to plan ahead for the possibility of dissolution or a buyout. In the beginning, your business and partnership may involve one or more individuals, friends or likeminded souls, who you worked with to create innovations, a business model, and then forged ahead bravely to open a business and work together. No matter how chummy you are or how strong the relationship is though, the initial partnership should always be outlined with a strong contract drawn up by a skilled business attorney.
This contract usually outlines the role of each partner within the business, as well as what percentage of profits they will receive. And ahead of time while everyone is getting along, clauses should be included for how a troublesome partner can be removed later—as well as outlining how disputes should be resolved overall—whether with litigation or an alternative dispute resolution process (ADR) such as mediation, arbitration, or judicial reference (specific to California). Discussing how any changes should be handled is beneficial to everyone involved, but most of all, the health of your business. And change is inevitable, especially if you have multiple partners. Because of this, a comprehensive clause outlining how you would handle a buyout could come in extremely handy later.
As life and career goals evolve over the years, one or more of your business partners may decide to move on. While this may not be easy—and puts more of the workload on others—this type of change may present the opportunity for a buyout that puts you in a better financial position later. Consider ahead of time how you could handle such an issue so that your business is threatened as little as possible. Your business attorney will be able to guide you not only in the creation of the contract and making a strategy for any such exits, but also in the actual details of the buyout when it happens. Before any numbers can be considered, a valuation of the business must be performed, not only considering its current value—but also projections for the future. Depending on the amounts being discussed, you may need to take out a loan to pay off the partner who is leaving, or they may want to work out a long-term payment plan. Their price may be higher too depending on how valuable their experience and expertise was to the business overall.
The key is to remain civil and open to discussion during the entire buyout process, while referring to your business attorney for valuable legal advice. All the proper paperwork must be in place once the buyout takes place, with the partner’s name removed from all documentation regarding the business, and bank accounts.
Do you have questions about drawing up or signing a partnership or other business contract? Are you in the middle of a business dispute and require experienced representation? Call Shane Coons now at 949-333-0900 or email us at Shane.Coons@seclawoffices.com. We will be glad to review your case, answer your questions, and help you move forward with success.