Written by: Daniel Wagner
Years of building a business with someone can suddenly feel like it is unraveling when you and your partner can’t agree on whether to walk away from it. The stress is real, and so are the financial and emotional stakes. Florida law gives business partners several ways to handle these partnership disputes without losing everything you have worked so hard to create together.
Review Governing Documents
The first place to look is the partnership, operating, or shareholder agreement. These documents often spell out exactly how dissolution works, who has authority to trigger it, and what happens to assets and liabilities. A careful read can resolve many disputes before they escalate.
Protect Assets and Limit Liability
Once a dispute starts brewing, taking steps to safeguard the company’s assets becomes a priority. Both partners have a responsibility to act in the business’s best interest while the disagreement plays out:
- Separate personal and business finances
- Document all transactions carefully
- Restrict large withdrawals or transfers
- Maintain accurate financial records
- Notify the bank of any account changes
- Preserve digital and paper records
Mediation or Arbitration
Before going to court, many partners turn to mediation or arbitration to resolve disputes. Mediation uses a neutral third party to help both sides reach an agreement, while arbitration involves a private decision-maker who hears the case and delivers a binding decision. Both options usually cost less than litigation and keep the dispute out of public view, which matters when reputation is on the line.
Negotiate a Buyout
A buyout lets one partner stay with the company while the other walks away with fair compensation for their share of the company. The terms can be flexible and tailored to fit what both sides need:
- Lump sum payment at closing
- Installment payments over time
- Asset transfers in lieu of cash
- Continued income from existing contracts
- Non-compete provisions
- Release of personal guarantees
Seek Judicial Dissolution
When negotiation and mediation fail, a partner can ask the court to dissolve the business. Florida judges have the authority to wind down a company when continued operation is no longer practical or when one partner has acted in a manner that warrants dissolution. The court oversees the process and decides how assets and debts are distributed.
File Statement of Dissolution
Once dissolution is agreed upon or ordered, a Statement of Dissolution must be filed with the Florida Division of Corporations. The filing puts third parties on notice that the partnership is winding down and limits each partner’s future authority to bind the business.
Litigation
If all other options fail, litigation may be the only path left. A lawsuit allows the court to settle disputes over ownership percentages, breach of fiduciary duty, or improper conduct by a partner. Florida Statute 620.8801 sets out the events that can trigger dissolution under state partnership law.
Speak to a South Florida Partnership Dispute Lawyer Now
Stuck in a partnership disagreement that feels impossible to resolve on your own? Call Gottlieb Wagner at (305) 919-7788 or contact us online to schedule a consultation with a trusted partnership dispute attorney in South Florida. Our firm has over 40 years of combined experience helping business owners protect what they have built.