Partnership Dissolution Lawyer

If you currently do business as a member of a partnership, but are ready to move on, you might want to consider dissolving your partnership. Partnership dissolution protects you from responsibility for the debts and liabilities of your partners, and prevents partners from entering into agreements on behalf of the business.

Even the most fruitful partnerships end, often when one partner is ready to retire, pursue a new venture, or let the other partners call the shots for the business. If you or the other members of your partnership are ready for your formal business relationship to end, you should discuss your options with a knowledgeable partnership dissolution lawyer.

Before You Dissolve Your Partnership

If you think that a partnership dissolution might be the right course of action for your business, there are a few things you should consider before taking the next step.

First, take a look at your partnership agreement, if you have one. Such agreements are not required by California law, but they can serve as an important outline of the partners’ agreed-upon decision-making processes, and your shared and separate responsibilities. A partnership agreement can provide a roadmap for how your partnership will wind down. If you and your partner don’t have a partnership agreement, the process of ending your partnership can be trickier, and you should be careful to protect your interests.

Next, if you or your partner plan on continuing your business after the dissolution, after your partnership has dissolved, you may want to discuss the possibility of buying your partner’s share, or selling yours.

You should also take stock of the current state of your business, including its current value and any outstanding obligations, including contracts, loans, and leases.

How to Dissolve a Partnership

Partnership dissolution in California is governed by Sections 16801 through 16807 of the Corporations Code. The process of dissolving a partnership varies slightly, depending on the type of partnership that you have. With the help of a lawyer, you and your partner should draft a dissolution agreement that reflects your intentions for the end of the partnership.

For all formal partnerships, you also must submit a form to the California Secretary of State. For general partnerships, you should complete a Statement of Dissolution (GP-4). For limited partnerships, the appropriate form is Limited Partnership Certificate of Cancellation (LP-4/7). For a limited liability partnership, one or more authorized partners must submit a Notice of Change of Status (LLP-4), along with a $30 filing fee.

Once the paperwork has been processed, your business will no longer be listed as an active entity for tax purposes on the Secretary of State records. Usually, it takes about 90 days for a partnership to be officially dissolved.

Get Help from a Partner Dissolution Attorney

If you are ready to dissolve your partnership, either because you are winding down your business or want to take it in a new direction, you need the counsel of an experienced partnership dissolution lawyer. Contact JGPC Law today to discuss the best course of action for you and you partnership.

JGPC Business & Corporate Law is a business law firm providing cost-effective, quality legal services to privately held businesses, corporations, limited liability companies (LLCs), general partnerships, joint ventures, limited liability partnerships (LLPs), limited partnerships (LP), trusts, business start ups, entrepreneurs, business owners, managers, executives, investors, buyers & sellers throughout the Tri-Valley and the East Bay Area, including Pleasanton, Dublin, Livermore, San Ramon, Danville, Walnut Creek, Castro Valley, Fremont, Tracy, Modesto, Manteca, Stockton and all of Alameda County and Contra Costa County. We are here to serve all of your business and corporate law needs.