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Business Partnership Guidance
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yellowlawn
Posts: 349 Forumite

Not sure how I should go with this. So I had an online business several years ago that I sold on to new American owners. Over time I ended up back on the Facebook page I had created for that business. I am now the Admin of that page as well as the new owners. Every quarter they paid me around £50 for looking after the Facebook page which was nice. Now they have asked me to run the business I had sold to them (I have more knowledge and experience in the field). They have an LLC shell company in the USA, that the business I sold them falls under. Essentially I run the business and they pay the bills, they have even given me a CC with a small limit for business purchases.
We only have verbal agreements on everything, so I wanted to know would it be best to get a legal agreement in writing spelling out various things or ask to be made a director/shared owner of the LLC. Also I realise the laws for this thing in the UK are probably vastly different to the laws in the USA.
And before anyone says it I know I need to speak with a legal specialist about this. I just don't know which direction would be best to pursue?
We only have verbal agreements on everything, so I wanted to know would it be best to get a legal agreement in writing spelling out various things or ask to be made a director/shared owner of the LLC. Also I realise the laws for this thing in the UK are probably vastly different to the laws in the USA.
And before anyone says it I know I need to speak with a legal specialist about this. I just don't know which direction would be best to pursue?
Yellowlawn
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If a man says something in the woods and there are no women there, is he still wrong?
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If a man says something in the woods and there are no women there, is he still wrong?
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Comments
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You sold the business to them so why do you think you should get shares or anything else unless you want to buy back in?
You would need to clarify what the verbal agreement is first of all as in principle it sounds like you're an employee or a self employed consultant to them. Ultimately you can make whatever agreement you want but its not common for companies to buy an organisation and then gift some of it back to the seller.1 -
It will be worth getting a written agreement in place. There are different forms that the agreement might take, but it will take a bit of working out, because you need to understand the structure of the business from UK perspective, and from a US perspective. The US owners will have to pay tax, and so will you, and the business may also have to pay tax, so it is worth understanding the options. You really need an accountant with experience of both UK and US systems (particularly the arrangements for the state where the LLC is registered and where the US owners live).
The first hurdle as suggested by Sandtree is whether you are to be a partner in the LLC and entitled to a share of the profit. If you are not, then a contact of employment might be right form for the written agreement. It is possible to have a contact of employment that allows bonuses to be paid, but there are situations in which the owners might decide that you had not earned the bonus. You would want the contract of employment to say whether it was using US or UK law, and the partners would have to be ok with the choice of jurisdiction.The comments I post are my personal opinion. While I try to check everything is correct before posting, I can and do make mistakes, so always try to check official information sources before relying on my posts.1
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