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Ed Turner
Ed Turner,
Category: Law
Satisfied Customers: 1645
Experience:  Director and Consultant Solicitor (Self-Employed) at Ed Turner LLB Limited
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Where can i find a copy of business unincorporated

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Hi! Where can i find a copy of business unincorporated partnership agreement with my husband? We have started as 40/50 % share of the business, so I persume we had registered it somewhere but it was over 10 years ago and I do not remember. Vaguely I remember going to a solicitor.
JA: Where are you? It matters because laws vary by location.
Customer: UK
JA: What steps have you taken so far?
Customer: nothing We are still married but having issues
JA: Anything else you want the Lawyer to know before I connect you?
Customer: is this advice service FOC ?
Customer: replied 23 days ago.
What action should I take if my husband us not being transparent in doing business and if he is obstructing me in working in business and not cooperating ? We are FCA registered insurance brokers, but he is the principal user as I do not do the insurance brocking. He has filed for a divorce in Montenegro but Over there they can not divide the business partnership. I do not want to lose the business, I do not wish yo sell him my side of business as it’s not worthed to sell only it’s got value if we keep it. Thank you in advance. Senka
Customer: replied 23 days ago.
When we had started our business partnership we opened a business current account in the name : first my name S Morris followed by his name and T/as and business name inicials. He has swapped his name to be first in various documentation including our professional ind. Insurance. Shouldn’t the name that we had opened the business current account at the start of partnership be the same as the business name? Was it correct of him to make variation or not? Is it legal to swap the names around? He has registered it in 2011 with FCA in the name where his name is ***** ***** not like it is on our budiness bank accounts.

Hello. I am Ed, a Solicitor qualified in England & Wales with over a decade’s experience in the legal profession advising clients.

I specialise in Commercial Contracts, Business Transactions, Employment, Dispute Resolution, Personal Injury and Road Traffic Law and shall be reviewing your legal problem today.

Regarding the site’s automatic offer of a Premium Service Phone Call, I shall be delighted to talk with you by phone to discuss your issue in greater detail if you accept the offer.

However, if you do not want a phone call, please cancel the offer for a Premium Service Phone Call and you will not be charged extra.

To enable me to answer your query, please provide me with some further information.

What is the name of the business?

Customer: replied 23 days ago.
Hi mr Turner! I did not see the offer for a premium Service, I’m sorry. How much the premium service costs and what does it include, please?
Best regards
Senka Morris

I can review a brief amount of documentation from the customers (up to 20 pages or so).

The phone calls generally last around 20 – 30 minutes at most. I will let you know if we are going around in circles and I am repeating myself.

You will not receive any additional documentation from me or Just Answer (apart from payment confirmation).

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Customer: replied 23 days ago.
Thank you for a prompt answer. I’m sorry but I did not see anywhere how much a Premium Service Phone Call is going to cost me if I accept it. Do you have this information?

I have put an offer through on the portal. The price should be stated on your customer-facing portal.

Customer: replied 23 days ago.
I’v tried to find the offer. I’m sorry I’ve had no luck.

I put it through the Portal at 10/11/2020 12:41. Please message our site moderators for assistance in accepting the offer.

I note that you have not replied to my request for a phone call. I shall therefore post a “general answer” to your type of legal issue. Please revert to me if I am mistaken as to your type of legal issue or if my answer does not fit the facts of your situation and I shall be delighted to amend my answer accordingly.

If the Partnership was unregistered, then there will be no public record of it at Companies House. In any event, private shareholders agreements and other contracts do not need to be filed with Companies House: they are stored at the offices (and on the computer hard drives and servers) of the company and their professional advisers. The Partners of your business must therefore continue to search their business and home premises and paper and IT records and request a search and copies from their professional advisers who may have assisted in drafting them.

If you are in a General Partnership (i.e. not registered as a Limited Liability Partnership (“LLP”) at Companies House) and therefore there is no separate legal personality between the business and personal assets and liabilities of the Partners.

The Partners are essentially a group of self-employed Sole Traders for legal and taxation purposes and are jointly and/or severally liable for the acts of the Partnership. Whether the Partners have joint, several or joint and several liability depends on the act in question and the circumstances of the act.

The individual Partners are entitled to an equal share of the Partnership’s profits and assets even if they do not contribute Capital or Services to the Partnership equally. A written Partnership Agreement may vary this provision.

A General Partnership will “Dissolve” when an existing Partner decides to “Retire” from the Partnership (i.e. leave the business), or a “New Partner” joins the Partnership. If the business of the Partnership is to continue, then the “Old Partnership” will Dissolve and a “New Partnership” comprising the Continuing Partners (together with the “New Partner”) will replace it, with all the assets and liabilities from the Old Partnership transferring to the New Partnership.

However, if the Continuing Partners no longer want to run the Partnership business and it is to cease entirely after Dissolution, the Partnership will be “Wound-Up” and the Partnership’s surplus cash and assets will be used to pay the Partnership’s debts and other liabilities. If there is a shortfall, the Partnership’s creditors may be entitled to pursue the individual Partners personally for payment of their debts.

In your situation, it appears that one Partner wishes to Retire from the Partnership and leave the business altogether while the other Partner wishes to continue with the business as a Sole Trader.

I strongly recommend that you instruct expert accountants to prepare the Partnership’s Final Accounts and expert business and commercial contracts solicitors to prepare a Deed of Retirement and Sale to the Continuing Partners as a New Partnership or the Sole Remaining Partner to carry on the Partnership Business as a Sole Trader. This Dissolution and Sale Agreement may share out the Partnership’s surplus cash and assets and apportion liabilities in accordance with each Partner’s contribution to the business.

I hope this resolves your enquiry. Please revert to me if you require any clarification of my answer to your question and I shall be delighted to assist.

Otherwise, I shall be grateful if you will please mark your enquiry as “Closed” and give me a “Positive” rating to conclude this matter.

Kind regards

LawyerEd

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