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Dimitry K., Esq.
Dimitry K., Esq., Attorney
Category: Business Law
Satisfied Customers: 41220
Experience:  Run my own successful business/contract law practice.
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Three of us bought a business. we thought you just signed up

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Three of us bought a business. we thought you just signed up and that was it. We did not realize we needed to do more. On top of that the first one to put their information in ; the business was put in her name. Unfortunately my name was not put in first. Before we knew any of this I bought the other two out. Now I don't know what to do to get my name on the business ; that I am working and paying into as I am not making anything as yet! Someone told us to go into partnership and later the other could just drop out. well we started that but I don't know what's right or not. Or if I will be able to pay whatever is needed to fix this mess.
Submitted: 5 years ago via Nolo Press.
Category: Business Law
Expert:  Dimitry K., Esq. replied 5 years ago.
Thank you for your question.

What state are you located in?
Customer: replied 5 years ago.
Expert:  Dimitry K., Esq. replied 5 years ago.
I am a bit confused.

Just to be clear, you bought the other people out, and now own their shares. However in the Dept of State it still shows the first person as the legal owner of the business. Do I have the facts straight?
Customer: replied 5 years ago.
yes I just gave them their money . we haven't signed anything with the state yet . Plus the one whoes name it's in lives in Ok.
Expert:  Dimitry K., Esq. replied 5 years ago.
One more follow-up, please. What type of a business entity is this currently?
Customer: replied 5 years ago.
It's network markerting.The company is wonderful and has no idea we're in this mess
Expert:  Dimitry K., Esq. replied 5 years ago.
What type of an entity is this--in other words, is this partnership, LLC, LLP, what exactly did you purchase?
Customer: replied 5 years ago.
When we realize what happen . Someone told us to apply for partnership. So that's what we did . She agreed as long as it didn't cost her anything and if it would fix it for me. We didn't make any money eccept $300. So I paid them both what they paid to but in. Which is all both of them wanted. I called called the company for something and found out the first one signed in was the only one as owner. The one they had as owner had to talk to them. She told them we , the three of us went in together and I bought them out . Then I got on the phone and told her all the work building the business was mine. We hadn't partner on paper until someone told us that was a way to fix this. So that's my question? There's no LLC, LLP, or anything . I don't even know exactly what they are. Help.
Expert:  Dimitry K., Esq. replied 5 years ago.
Thank you for your follow-up.

Who exactly did you apply with for a partnership, the department of state?
Customer: replied 5 years ago.
No to the company . They e-mailed me back and said I needed A Rep. Agreement, the articled of organization/ Incorporation. A legal letter from IRS that displays EIn assigned. I'm lost. Didn't know we had to go to the state until all this came up. Don't want to do anything wrong or badly affect my friend.
Expert:  Dimitry K., Esq. replied 5 years ago.
Oh I see. The company itself wishes to see your incorporation documentation, which you do not yet have.

What you need to do is go to the Secretary of State website and file for a limited partnership document--it will be file 207 (if you are trying to set up a partnership). With a partnership you do not have to provide articles of incorporation, but the document you will be holding should be enough once you file it. However be aware that this may not be useful to you--to file each partner has to pay $200.00 for the initial application. It may be easier to simply ask that the company change the name under yours and have you provide them with a formal letter signed by the others that they are no longer a part of this entity and that you are now the sole proprietor of the assets yourself. That may be simplest and cheapest way out.

Edited by Dimitry Alexander Kaplun on 11/2/2010 at 5:02 AM EST
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