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Ash
Ash, Solicitor
Category: Law
Satisfied Customers: 10915
Experience:  Solicitor with 5+ years experience
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are thereanylegalimplicationsundr1890partnershipactforapracticbreakupwheretheremaining

Resolved Question:

are thereanylegalimplicationsundr1890partnershipactforapracticbreakupwheretheremaining partners want to continue on the business 2 partners feel that most clients will go with them,has the partner with the potentially very limited client base a potential case against the other 2.the row is over work practices and disagreement over hiring extra vets in a business thatis struggling to deal with its bank
Submitted: 3 years ago.
Category: Law
Expert:  Ash replied 3 years ago.

Alex Watts :

Hello my name is XXXXX XXXXX I will help you with this. Please note that I am a working Solicitor and may be on and offline as I have to attend Court and meet with clients, even at weekends. As such you may not get an instant response when you reply as this is not an ‘on demand’ live service, but rest assured I will be giving your question my immediate attention upon return. There is no need to wait here, you will get an email when I reply.

Alex Watts :

Is there any partnership agreement in place please?

Customer:

no

Alex Watts :

Has the business been valued please?

Customer:

approx 300,000 euros

Alex Watts :

Does he accept this valuation??

Customer:

2partners just want to go our separate ways and let the clients go with their own choice and we do not intend any money to change hands in the processif possible

Alex Watts :

How many partners want to stay and how many want to go please?

Customer:

all 3 partners want to stay in practic and as isaid in my query the disagreement is over work practics and taking on a new assistant though our bank ac suggests we should not

Alex Watts :

In that case the partners who want to leave can just give a notice to dissolve it.

Alex Watts :

Then what has to happen in the absence of any agreement is that the assets are dissolved.

Alex Watts :

You can not stay as a partnership if two want to leave and as you say "go their separate ways."

Alex Watts :

The clients would still be free to follow them but assets dissolved and the partnership would come to an end.

Alex Watts :

Does this help? If not what else would you like to know?

Customer:

all 3 partners want to stay in practice so if dissolved can practice continue under a new name and existing premises or new rented premises present practice building is also rented ,no real assetts in practice except usual leased cars,computers and practice ecquipment ,whichwould not be very valuable and is shared equally

Alex Watts :

Yes. You could stay in the premises if that is rented and agreed and have a new name.

Alex Watts :

Then each of you could do what you wanted and clients could decide who they would go with.

Alex Watts :

Does that help you?

Customer:

the most significant item is that the partner remaining working with me inthe new business will take 98percent of the clients,and we are wondering if natural justice would suggest that other partner would have acase against us even though he is the one being unrealistic about hiring extra vets and rerfusing tochange his work practices to help the business

Alex Watts :

Well the only option there is to formally dissolve it and split the clients.

Alex Watts :

If he refuses then you could seek a Court order specifying that. The clients are an asset and should be split equally.

Alex Watts :

Is that ok?

Customer:

i might not be explaining myself very well but the reality is thaat 98 percent clients will go with pat and myself,and they will obviously be doing this of their own volition

Alex Watts :

I see. Well its a matter for your other partner to take it further if he wishes.

Alex Watts :

You can dissolve the partnership, stay there and let the clients go where they wish

Customer:

we think we are being very

Alex Watts :

very?

Customer:

yes but that is the nub of our query,under the 1890 partnership act have you a right to your clients in this new scenario even if they do not want you,also pat and myself are financially strapped and not in aposition to pursue this in court something that our partner is very aware and hence our questions about whether he has a case or not under the 1890act

Alex Watts :

Do you have a right - no

Alex Watts :

This is because all assets must be divided upon dissolution.

Alex Watts :

If you or the other partners do not want to go ahead together then the law says that the assets should be split

Alex Watts :

But there is no provision in the Partnership Act that states you are entitled to customers

Alex Watts :

Does this clarify?

Customer:

are the clients also the assets and if so how can they be split if they want to sty with pat and myself

Alex Watts :

Clients are goodwill of the business. The clients can choose who they want to go with but there is no law that says the clients stay with you.

Customer:

therefore can i assume from this last statement that we can dissolve the partnership ,start up under a new name with just 2 partners .divide up any material assets in practice equally,and in this circumstance have no case to answer from the other partner even if he is now left with no clients

Alex Watts :

Yes.

Alex Watts :

But of course he may challenge that he should be entitled to a share of the clients.

Alex Watts :

But that is a matter for him and he may not

Customer:

i presume this is also true under irish law

Alex Watts :

Yes

Alex Watts :

Can I help further?

Customer:

youve been excellent,but irishmen are full of doubts ,so categorically you are saying we should have no case to answer.Also as ab

Alex Watts :

If this answers your question could I invite you leave feedback on my service which I hope has been excellent today, if you need more information or help then please click reply.


Please remember that I am always happy to help if you have future questions, even if I am in Court I can normally respond within a few hours. For future information, please start them with ‘For Alex W’.


 


Please bookmark my profile if you wish for future help: http://www.justanswer.co.uk/law/expert-alexwatts/

Customer:

as abackground both pat and i have tried ad nauseam to sort out the differences in work practices to no avail and we are willing to go our separate ways but not with a court scenario,and i deduce from your comments that we should be free of such an eventuality

Alex Watts :

Yes.

Ash, Solicitor
Category: Law
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Experience: Solicitor with 5+ years experience
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