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My partner and I have a restaurant, its a general partnership 50/50 and we are not getting along. I like to get out of it.

Santa Monica, CA |

I would like him to buy my share, but he doesn't have the money ( he would love to buy it if he had the money ) and I don't have the money to buy his share either ( I don't even want to be involved in this restaurant business anymore anyways ) We trying to sell the restaurant, because of the bad economy nobody wants to buy a restaurant. I feel stuck and don't know what to do to get my money out of this restaurant. Please help, thank you

Attorney Answers 4


  1. Does your partnership provide for how you can buy the other partner out? I guess it's academic if neither has the money to buy the other out, but maybe he can qualify for a loan or find an investor to buy you out, and maybe whatever you may have provided for in terms of an appraisal or valuation would provide some guidance.

    This is more of a business question than a legal one, and the only legal part of this is to review the parties' partnership agreement.

    Avvo doesn't pay us for these responses, and I'm not your lawyer just because I answer this question or respond to any follow-up comments. If you want to hire me, please contact me. Otherwise, please don't expect a further response. We need an actual written agreement to form an attorney-client relationship. I'm only licensed in CA and you shouldn't rely on this answer, since each state has different laws, each situation is fact specific, and it's impossible to evaluate a legal problem without a comprehensive consultation and review of all the facts and documents at issue.


  2. I'm not a California attorney. You should consult with a CA business law attorney to see what legal options you have to leave the business. You may also want to consider consulting with a commercial real estate agent who can connect you with interested buyers.

    The information provided does not create an attorney-client relationship. It is for general information purposes only. For actual legal advice, contact an attorney directly.


  3. Your problem is partly legal and partly commercial. A buy-sell agreement between you on the common subjects of death, disability and "retirement" would have pre-set formula to "force" and calculate a buyout. However, no money is no money, and no buyer for the restaurant as a whole does would not be solved by a written agreement. There is no simple answer. You might consider "mediation" which attempts to find a win-win scenario to avoid legal disputes.

    The above is general legal and business analysis. It is not "legal advice" but analysis, and different lawyers may analyse this matter differently, especially if there are additional facts not reflected in the question. I am not your attorney until retained by a written retainer agreement signed by both of us. I am only licensed in California. See also avvo.com terms and conditions item 9, incorporated as if it was reprinted here.


  4. Getting out of the partnership is straightforward - you can dissolve it. Please see the post at the link below.

    Getting your money out of the restaurant is a different, more difficult issue. One approach would be to sell your half to your partner, who will be obligated to make payments over time. Of course, if the restaurant continues to have financial difficulties, you may not receive those payments.

    This information does not constitute legal advice and does not establish an attorney-client relationship.

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