Sell an LLC

Can I sell our LLC without an operating agreement we never did one (stupid yes) my partner is non responsive since we had a little tiff. I am the manager of the llc and he of course is a member. he is just wanting to be a hard ass since I know he needs the money worst than me It doesn’t make any since I have a buyer that has presented an offer that I would accept. Please help

– Makr, Florida

Answer

Yes, you can sell an LLC without an operating agreement.

However, you also have the issue of getting your partner to sell his share–either to you or to the new buyer.

See a Florida lawyer about forcing a buyout of the other member’s share.

Because you don’t have an operating agreement, Florida law controls, and not being a Florida lawyer, I don’t know what it says or how Florida courts interpret it (which can sometimes be two different things).

The other solution, if Florida law permits, is to sell your share without selling the other member’s. I doubt that your new buyer will be interested in “buying a lawsuit”, but you never know.

Unfortunately, this is why you need to have an operating agreement. I won’t lecture you because you already apologized 😉

However, remember why you formed an LLC–to reduce risk.

Well, a big risk in business are disputes with partners. A good way to reduce that risk is to get your agreement in writing.

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