If I am winding up my company can my partner take my shares
11-Nov-2023 (In Corporate Law)
I am partner of an engineering contract company 64% share and partner holds 34%. two years back I understood that he is cheating on me. He took contracts from our company customer on a firm which his wife owns ( which he has not revealed) thus depriving my profit. Many things he is doing I didnt like. he is in another city. he reduced putting me in cc for company mails. Thus not sure what is happening. Now I am slowly winding up Mumbai business. For past one year I came out of all liabilities. From 1st April 2016 onwards I want to quit. we both are regular tax payers of VAT/Service tax and hold two bank accounts authorised to act independently. we also have 4 annual audit/financial statements. I don't want to sell my shares to him ( as he has first right to buy as per deed) I want to retire or dissolve. After this wanted to start on my own using the good will. Please suggest me
You can sold your share to other person and then do winding up proceeding as prescribed in company law 2013. As your partner making cheating by getting contract from the company and gain profit u can sue him.
Partnership is governed by the partnership agreement. Giving any advice without having access to the agreement would go all in vain. Check for the dissolution of partnership process in your agreement and upon fulfillment of dissolution conditions you can dissolve the partnership and wind up the firm. For retirement you can sign a deed of retirement and handover the business to your partner..in your case it will completely dissolve and based on the agreement either partner can take the ongoing business name and brand and run the business as a sole proprietorship. Retirement Deed or Dissolution Deed can be signed and get it registered to conclude each partners liability and settlement of liability against the sale proceeds agreed between the partners or actual sale proceed.
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