How JustAnswer Works:

  • Ask an Expert
    Experts are full of valuable knowledge and are ready to help with any question. Credentials confirmed by a Fortune 500 verification firm.
  • Get a Professional Answer
    Via email, text message, or notification as you wait on our site.
    Ask follow up questions if you need to.
  • 100% Satisfaction Guarantee
    Rate the answer you receive.

Ask Barrister Your Own Question

Barrister
Barrister, Attorney
Category: Business Law
Satisfied Customers: 24229
Experience:  14 years practicing attorney, MBA
19958803
Type Your Business Law Question Here...
Barrister is online now
A new question is answered every 9 seconds

I was in business in a sub s corporation for 19 years. I decided

Resolved Question:

I was in business in a sub s corporation for 19 years. I decided to get out and my partner bought my stock. I had 51% of the stock. He had 49%. The buy out was January 1, 2010. In addiditon to my writen buy out agreement, I would be liable for 2009 taxes and I would also receive my 2009 profit distribution. This was a verbal agreement. The corporation did pay my 2009 taxes due but have not given me the balance of my 2009 profit (the profit less the taxes they paid). With out this agreement in writing, does he not owe me the balance of the distribution for 2009?
Submitted: 1 year ago.
Category: Business Law
Expert:  Barrister replied 1 year ago.
Hello and welcome! My name is XXXXX XXXXX I will try my level best to help with your situation or get you to someone who can.
.
With out this agreement in writing, does he not owe me the balance of the distribution for 2009?
.
From a purely legal perspective, if this was part of the buy out deal, then yes, he owes you the money for the distribution. An oral contract is legally binding if there is an offer (to pay you the distribution) and acceptance (you accepted the offer) and consideration (usually money, like paying taxes). So I would opine that you have a legally binding oral contract.
.
However, the problem will be in proving it. If the buyer and the bookkeeper are willing to perjure themselves in court and lie to state that there never was any such agreement for the distribution, only the taxes, it might be a very hard case to prove.
.
I don't know how much money we are talking about, but you could incur several thousand or more in attorney fees in a breach of contract suit if you pursued this and I wouldn't be very optimistic about the outcome.
.
It is not what you know to be the truth, it is what you can prove. But even if it was hard to prove, if you filed suit, you might "encourage" them to settle with you because if they are a Sub S, they will have to hire their own attorney to defend against your claim and it might be cheaper to settle.
.
.
Thanks
Barrister
Customer: replied 1 year ago.

Is he correct that even though my buy out was 2010 I am not entitled to my distribution from 2009? Once my stock was sold even though it was after 2009 year?

Expert:  Barrister replied 1 year ago.

Is he correct that even though my buy out was 2010 I am not entitled to my distribution from 2009?

.

I couldn't say for sure without actually reviewing the compensation agreement and when it said that profit calculations became final for the year. But presumably if the buyout was in 2010, any distribution for 2009 would have already vested and you would be entitled to payment.

.

This is yet another point you could press if you sued... You could look at how past distributions were paid out and when they were paid. Assuming that nothing had changed with your Bylaws, the timing and procedure for payment should continue on as an established protocol.

.

So if you went back and looked at the past 10 years or so and showed how the profit distribution was paid out in the subsequent year, I think you would have hard proof that this was still the case and that the other owner is still liable to pay you your 09 share of the profits.

.

.

Thanks

Barrister

Barrister, Attorney
Category: Business Law
Satisfied Customers: 24229
Experience: 14 years practicing attorney, MBA
Barrister and 2 other Business Law Specialists are ready to help you

JustAnswer in the News:

 
 
 
Ask-a-doc Web sites: If you've got a quick question, you can try to get an answer from sites that say they have various specialists on hand to give quick answers... Justanswer.com.
JustAnswer.com...has seen a spike since October in legal questions from readers about layoffs, unemployment and severance.
Web sites like justanswer.com/legal
...leave nothing to chance.
Traffic on JustAnswer rose 14 percent...and had nearly 400,000 page views in 30 days...inquiries related to stress, high blood pressure, drinking and heart pain jumped 33 percent.
Tory Johnson, GMA Workplace Contributor, discusses work-from-home jobs, such as JustAnswer in which verified Experts answer people’s questions.
I will tell you that...the things you have to go through to be an Expert are quite rigorous.
 
 
 

What Customers are Saying:

 
 
 
  • Mr. Kaplun clearly had an exceptional understanding of the issue and was able to explain it concisely. I would recommend JustAnswer to anyone. Great service that lives up to its promises! Gary B. Edmond, OK
< Last | Next >
  • Mr. Kaplun clearly had an exceptional understanding of the issue and was able to explain it concisely. I would recommend JustAnswer to anyone. Great service that lives up to its promises! Gary B. Edmond, OK
  • My Expert was fast and seemed to have the answer to my taser question at the tips of her fingers. Communication was excellent. I left feeling confident in her answer. Eric Redwood City, CA
  • I am very pleased with JustAnswer as a place to go for divorce or criminal law knowledge and insight. Michael Wichita, KS
  • PaulMJD helped me with questions I had regarding an urgent legal matter. His answers were excellent. Three H. Houston, TX
  • Anne was extremely helpful. Her information put me in the right direction for action that kept me legal, possible saving me a ton of money in the future. Thank you again, Anne!! Elaine Atlanta, GA
  • It worked great. I had the facts and I presented them to my ex-landlord and she folded and returned my deposit. The 50 bucks I spent with you solved my problem. Tony Apopka, FL
  • Wonderful service, prompt, efficient, and accurate. Couldn't have asked for more. I cannot thank you enough for your help. Mary C. Freshfield, Liverpool, UK
 
 
 

Meet The Experts:

 
 
 
  • Law Pro

    Attorney

    Satisfied Customers:

    1426
    20 years experience in business law - sole proprietor, partnership, and corporations
< Last | Next >
  • http://ww2.justanswer.com/uploads/LA/lawpro/2012-6-25_171315_PT206740s.64x64.jpg Law Pro's Avatar

    Law Pro

    Attorney

    Satisfied Customers:

    1426
    20 years experience in business law - sole proprietor, partnership, and corporations
  • http://ww2.justanswer.com/uploads/DC/DCraneEsq/2012-8-14_14436_DCrane.64x64.jpg MShore Law's Avatar

    MShore Law

    Attorney

    Satisfied Customers:

    1233
    Drafted Negotiated and/or Reviewed Thousands of Commercial Agreements
  • http://ww2.justanswer.com/uploads/FL/FLAandNYLawyer/2012-1-27_14349_3Fotolia25855429M.64x64.jpg FiveStarLaw's Avatar

    FiveStarLaw

    Attorney

    Satisfied Customers:

    1162
    25 years of experience helping people like you.
  • http://ww2.justanswer.com/uploads/dkaplun/2009-05-17_173121_headshot_1_2.jpg Dimitry K., Esq.'s Avatar

    Dimitry K., Esq.

    Attorney

    Satisfied Customers:

    1142
    Run my own successful business/contract law practice.
  • http://ww2.justanswer.com/uploads/ohioatty/2009-1-22_185545_me.jpg J.Hazelbaker's Avatar

    J.Hazelbaker

    Attorney

    Satisfied Customers:

    393
    Experienced and trained in the area of business law.
  • http://ww2.justanswer.com/uploads/scottymacesq/2009-6-10_221523_small.jpg RGMacEsq's Avatar

    RGMacEsq

    Attorney

    Satisfied Customers:

    393
    Licensed Texas General Practice Attorney
  • http://ww2.justanswer.com/uploads/BA/barristerinky/2012-6-10_22423_office.64x64.jpg Barrister's Avatar

    Barrister

    Attorney

    Satisfied Customers:

    301
    13 years practicing attorney, MBA
 
 
 

Related Business Law Questions

Chat Now With A Business Lawyer
Barrister
Barrister
Business Lawyer
24229 Satisfied Customers
14 years practicing attorney, MBA