The elements of a wrongful removal or freezing out of a partner in a business context include the following:
1. Exclusion of a partner from participation in the business: This implies that a partner is denied the right to participate in the operations and decisions of the business [1]. For instance, actions such as serving a partner with a notice of default, stating that they are no longer a partner, removing their name from partnership tax returns, and refusing to provide them with access to partnership books, records, and information can be seen as a wrongful exclusion.
2. Violation of implicit duty of good faith between partners: Partners owe each other the duty to exercise the highest degree of honesty and good faith in their dealings and in the handling of partnership assets. A genuine issue of material fact that precludes summary judgment on whether expulsion of a partner violated this duty also constitutes an element of a wrongful removal or freeze out.
3. Breach of the right of a partner to a formal accounting: Any partner has the right to a formal accounting in relation to partnership affairs. If this right is breached through a wrongful exclusion, it forms one of the elements.
4. Disregard of the partner’s advice and wishes, irreconcilable differences and personal ill-will between the partners, refusal to keep accounts open to the co-partners, refusal to account at reasonable times, and refusal to pay over profits as agreed: These are also listed as acts and circumstances that can justify a decree of dissolution and therefore can be seen as elements of wrongful removal or freeze-out.
Choosing Lubin Austermuehle for partnership dispute issues can be a wise decision for several reasons:
- Experience in Complex Corporate Structures: Lubin Austermuehle’s attorneys have experience in dealing with complex corporate structures and governance issues, which is often crucial in partnership disputes. Understanding the intricacies of partnership agreements and the rights and responsibilities of partners is a key aspect of their practice.
- Local Legal Knowledge: The firm’s lawyers are well-versed in Illinois state laws and regulations, and they are familiar with local court procedures. This local expertise can be invaluable in navigating the Illinois legal system, especially for partnership disputes.
- Collaborative Problem-Solving Approach: Lubin Austermuehle emphasizes collaboration and teamwork, which can lead to smoother resolution processes. They prioritize solutions that benefit all parties involved, aiming for effective, efficient, and mutually beneficial resolutions.
- Litigation Skills: In cases where litigation is unavoidable, the firm has strong litigation skills to effectively represent clients’ interests in court. This is crucial for advocating positions and protecting rights in more contentious disputes.
- Client-Centered Advocacy: The firm is known for prioritizing client needs and concerns, which is vital during the stressful period of a partnership dispute. Effective communication and a client-centered approach can make the legal process more manageable.
- Diverse Legal Team: For complex partnership disputes, Lubin Austermuehle can assemble a legal team with diverse skills and areas of expertise, addressing all aspects of a case comprehensively.
- Variety of Legal Services: They offer a range of services related to partnership disputes, including issues associated with family limited partnerships, minority shareholder rights, shareholder oppression, commercial litigation, business fraud, and emergency commercial litigation.
- Recognition and Experience: The firm’s attorneys, including Peter Lubin and Patrick Austermuehle, have been recognized for their work in various legal fields, including class action, business litigation, and consumer rights litigation. They bring over three decades of experience in handling various types of business disputes.
- Alternative Dispute Resolution: Aside from traditional litigation, Lubin Austermuehle also offers alternative dispute resolution services, which can be a more amicable and cost-effective way to resolve conflicts.
Overall, Lubin Austermuehle’s combination of local experience, client-centered approach, collaborative problem-solving, and extensive experience in various legal matters related to partnership disputes make them a solid choice for those seeking legal assistance in this area. For a free consultation, call us at 630-333-0333 or contact us online.