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Joseph
Joseph, Lawyer
Category: California Employment Law
Satisfied Customers: 5028
Experience:  Extensive experience representing employees and management
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My business partner just sent me a letter stating that, employment

Resolved Question:

My business partner just sent me a letter stating that, employment relationship is not subjec to vote among limited partners under the limited partnership agreement, nor under any provisions of California law.

Accordingly, your last day of employment will be August 3rd 2012. He does not state an exact reason as to why or under what grounds?

I'm a minority owner with 40% and he has 60%. Im a w2 paid employee of my own company. Now he's trying to fire me with no apparent cause in the letter.

Can this be possible wrongful termination?

Thank you,
Submitted: 2 years ago.
Category: California Employment Law
Expert:  Fran-mod replied 2 years ago.
Hi, I’m a moderator for this topic and I wonder whether you’re still waiting for an answer. If you are, please let me know and I will do my best to find a professional to assist you right away. If not, feel free to let me know and I will cancel this question for you. Thank you!
Customer: replied 2 years ago.

Yes still waiting thank you
Expert:  Fran-mod replied 2 years ago.
Sometimes, finding the right Expert can take a little longer than expected and we thank you greatly for your understanding. We’ll be in touch again shortly.
Customer: replied 2 years ago.

Again thank you I appreciate the time taken to help me get any advise on my question.
Expert:  Joseph replied 2 years ago.
Hello and welcome to JustAnswer.

Do you have a contract that states that you can only be terminated 'for cause'?
Customer: replied 2 years ago.

I've looked and can not find anything that says that,
We do not even have a formal employees handbook that covers what we can be terminated for.

I did actually had to call the police on him on July 10th for a battery offense but ended up dropping the charges, the two police officers said that he did break the law but advise that if the big picture was for him to buy me out because he had mentioned it, they felt it would better my chances in a offer.

Since that day he asked me to work from home, then with no warning on July 30th I was cut off from acces to my business account keeping me from working. After we had agree in writing that we need to work through this until we figured out a buy out agreement.

Expert:  Joseph replied 2 years ago.
Unfortunately, as an at-will employee, you can be terminated at any time for any reason with or without any prior notice.

This stems from the employment at-will doctrine, which is codified in California Labor Code Section 2922, which states:

"An employment, having no specified term, may be terminated at the will of either party on notice to the other. Employment for a specified term means an employment for a period greater than one month."

I wish I had better news to give you, but I hope you appreciate a direct and honest answer to your question.
Customer: replied 2 years ago.

Thank you for your response, I will dig a little deeper in our by laws and the LP partnership agreement to confirm what you are saying.

If this is the case, can I now qualify for unemployment ? Also I have a 401k plan that can be accessed once I'm laid off? I'm assuming that this is the case if your correct.

My next question as part of this event, can this effect my position as one of the directors, officer and my ownership interest? As I mentioned I own 40% and I'm Vice President of the S corp and naturally he is both President and Secretary, (I believe he has verbally told me that he is also CFO) which actually acts as the General Partner of the LP, The S Corp (general partner) only owns 1% of the LP. In the LP I'm 39.6% owner with .4% in the S Corp, equaling 40% between the 2 under normal everyday functions.

We have a capital event clause in which case I I'll get 49% if there is a sale of substantial amount of the shares, which I'm told that his offer to buy me out would trigger such an event.

I guess my next main concern due to his majority position, can he also with no cause just take away my ownership interest?

The company is doing extremely well, and since we are not getting along, I feel like he is just trying to do anything he can to leave me high and dry.

Our current valuation was in the ball park of $500k- $750k. I've put over 12 years into the company and don't know if what he is doing is illegal, if those are indeed his intentions. He's a very irrational person and on many medications plus his step dad is a lawyer as well.

Any input on the above is greatly appreciated, I'm just trying to paint the picture for you of what I'm encountering.

Thank you again for your time, I'll be sure to give you a good rating and tip.

Expert:  Joseph replied 2 years ago.
Yes, you would now be eligibile for unemployment benefits, since you were terminated through no fault of your own.

Also, your 401k plan could now be accessed now that you're laid off.

No, he wouldn't be able to just take away your ownership interest with no cause. He would have to buy you out of the company, or you could sue for breach of contract.
Joseph, Lawyer
Satisfied Customers: 5028
Experience: Extensive experience representing employees and management
Joseph and 4 other California Employment Law Specialists are ready to help you

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