I started a company last year. I didn't set it up properly because I had no idea what I was doing. So the person I thought I started with put himself as the registered agent and put me as an authorized person. No one else is listed on the company. Hes trying to bully me out and wants to keep all the equipment for himself. Im trying to figure out what I can do.
What does the Operating Agreement say? That is the ]key document used by LLCs because it outlines the business' financial and functional decisions including rules, regulations and provisions. The purpose of the document is to govern the internal operations of the business in a way that suits the specific needs of the business owners.
If you don't have one (which I highly recommend every LLC does), then the answer is unclear. How was the business run? Did you both make capital contributions? Did you both operate/work the business?, etc.
There is not an easy answer, but this is often what happens when entities are formed without proper legal guidance.
At this point, I advise you to speak with an experienced business/corporate attorney to better ascertain your options.
Best of luck.
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Definitely consult with one of the business lawyers in Jacksonville for specific guidance. Generally, however, the issues you raised would ideally have been addressed ahead of time in a written LLC operating agreement. If that was not the case, Florida's LLC statute would provide default rules and protocols that the members would need to follow. If needed, use Avvo's "Find a Lawyer" feature to find a local lawyer with whom you can meet in person and discuss each detail. In short, your business partner cannot unilaterally eject you from the business or take exclusive control over company records, profits, equipment or property. Best wishes to you.
You should consult with an experienced Business Attorney to assess the current structure of the LLC. Generally, the position of "resident agent" has no relevance to management of an LLC. "Authorized person" depends upon the context in which it is used - often it only pertains to the contact person with the IRS. In the absence of an operating agreement, your LLC will be governed by the default provisions of the LLC Law.
The foregoing discussion does not establish an attorney-client relationship, is qualified by the limited facts presented above, and should not be relied upon as legal advice. My intention in answering questions is to provide guidance that will familiarize the public with the subject matter and facilitate selecting and interacting with attorneys. To obtain definitive legal advice upon which one can rely necessitates retaining an attorney who is qualified in this particular area of the law.
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