Question:
I have a LLC in Florida with two other partners that was just started only 9 months ago. We each own 33.3% (except myself, I own 33.4%) of the business and one of the members wants out of the business due to marital problems. We have all signed a 3 year lease and we all agreed to contribute a third to all bills and what else is needed for the business. He came to us a week ago and states he could not continue. He refuses to pay bills and his part of the lease. What can be done in this situation if we want to remove him from the LLC? Does he have a leg to stand on since he is not paying bills or the lease? Do we have to buy him out or instead of a buyout is it possible since we will have to pay his part of the lease to use the funds he has contributed to the business previously as funds to pay his part of the lease from this point on? What forms will need to be filled out to remove him from the LLC and/or to change the percentages of ownership? Thank you for your time.
Response: Many different questions are contained above. I take it from your question that one member wishes to withdraw from the LLC. The first question is whether or not the other two members wish to allow him out. If so, two more questions arise: (a) what action, if any, will be taken to remove the withdrawing member from the lease? and (b) what compensation, if any, is due the withdrawing member for his LLC interest? The place to start is the language of the LLC operating agreement which hopefully spells out how to calculate compensation to a withdrawing member. I have previously discussed Florida LLC law regarding withdraw of a member in this post.
The language of your question leads me to believe the member who wishes to withdraw is also delinquent in the payment of his portion of LLC expenses. How does that play into computation of the compensation due to the withdrawing LLC member for his interest in the LLC? At the least, the delinquent amount would be an |
