Hi all.

I have some problems with my partners in our partnership and want some general and or legal opinions on the matter. All contributions appreciated also your own personal meaning, it doesn't have to be based on some legal matter.

The story:
My two friends started working together on the spare time (we all had jobs in the same company at that time) creating a web based business for about 4 years back. I was asked to join but due to my private situation that was not possible at that time (I was rebuilding my apartment from the ground up, and had not enough spare time to contribute in the company at that time). After around 8 months my apartment was almost finished and I then started working with my friends.

We worked together pretty hard for about 3 months and then formed and registered a legal partnership. My percentage was then set to 10% and they shared the 90% rest equally (because they had the idea and had been working for 8 months). No partnership agreement was created. The money involved when forming the legal partnership was an insignificant amount compared to the workload involved (around 7500$ from each of my friends, and I had no extra money so I did not pay anything).

We have now been working for several years and the company is going well. There has been some other companies trying to buy us, but we said no because we wanted a better price.

The problem now is that my partners wants me out and they don't want to pay market price for my shares. They just want to pay me a fixed price for my shares based on a hypothetic hourly wage. The reason for the conflict is that we disagree on the workload. We have now been working for around 20.000 hours total, and around 15% of this is done by me. For the last half a year my two partners has been paid a wage from our company, I have not received a wage for my work in this period. The reason for this is that I am still working on my spare time, but they have now left the old company we worked in and are working full time in our web company (there was not enough money for all three of us to quit and start working full time and getting wages). So I haven't got any money from our company yet.

The basic conflict:
They say that I should work at least half of the time they work, so if they work 100% I should work 50%. I on the other hand think that I have worked a reasonable amount (15% of the total including the 8 months they worked before I entered) to justify my share of 10%. Since I haven't worked 50% of what they have they want to buy my shares for a lesser value than the actual market price. What do you guys think?

If it's the true your friends are not trusted.But i can not assist with you.Because I do not know any more about the legal in your country.

Hope every thing will be well.

Hi and thanks for your response. Yeah its sad, but true and I'm discovering new sides of my "so called friends" that I wasn't aware of. The conflict has escalated more now and I'm in contact with a lawyer, he says I have a good case.

The reason I wanted some 3rd part (and objective) opinions was that I don't want to be unfair, and want to leave this conflict with my head high. I'm convinced that I have done a fair part of the work to justify my 10% of the shares. And I'm not sure where the 50% work they supposedly expect from me comes from, I haven't heard this number before. And there's certainly no partnership agreement saying that. Am I unfair? Others with opinions on the matter?

partnership problem due to not trust factor and some legal activity also lead these type of problem

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You all need to sit and discuss. All you have to do is convince them. If you are true they would be convinced and if still they do not then its a simple case of wrong doing. If you have any evidence then you might go for the legal battle. You need to calculate the total amount at stake and then take your decision.

I think you have to talk with your friends and tell them the truth ,and solve the problem together, now we are also starting our business with my friends, and we will gain what we have done.

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It is not a good friend, please ask the help from your lawyer.

First, they are your friends, or they are your friends at one time.
I think you have to talk with them.
misunderstand come from lacking communicate.
confirm your do after confirm their idea.

Agree.

Regards,
Bjarne

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Best regards,
Bjarne,
www.innagle.com - a free service, supporting the open international market.

i think you have to talk to them...