Business Partnership and LLC Dispute Attorneys Serving North Texas
Partnership and LLC member disputes are some of the most complex and high-stakes business conflicts a company can face. The business relationship is personal, the financial exposure is significant, and the legal issues often involve competing claims about management authority, profit distributions, fiduciary duties, and the terms of agreements that may not have anticipated the situation at hand.
Hanshaw Kennedy Hafen represents business owners, partners, and LLC members on both sides of these disputes throughout North Texas. We handle matters ranging from disagreements about management and compensation to allegations of fraud, breach of fiduciary duty, and wrongful exclusion from business operations. When a partnership dispute cannot be resolved through negotiation or mediation, our litigation attorneys have the trial experience to take it to court.
We serve clients across Dallas, Collin, and Denton Counties from our office in Frisco. If a business relationship has broken down and you need to understand your legal position, contact us to schedule a consultation.
Partnership and LLC Dispute Matters We Handle
Our attorneys represent partners, LLC members, and business owners across a wide range of disputes, including:
- Breach of fiduciary duty claims
- Breach of partnership or LLC operating agreement
- Disputes over profit distributions and capital contributions
- Allegations of fraud or self-dealing by a partner or member
- Wrongful exclusion from business management or operations
- Misappropriation of company assets or funds
- Disputes over business valuation in buyout situations
- Partner or member buyout negotiations and enforcement
- Business dissolution and wind-down disputes
- Disputes over the terms of partnership or LLC agreements
- Deadlock between equal partners or members
- Minority member or partner oppression claims
Practice Areas
Contact
1415 Legacy Drive,
Suite 350 Frisco, TX 75034
972-731-6500
info@hanshawkennedy.com
How Partnership and LLC Disputes Get Resolved in Texas
The path to resolution in a partnership or LLC dispute depends largely on what the underlying agreement says and what the parties are willing to do. Many disputes begin with a close review of the partnership agreement or LLC operating agreement to understand each party’s rights, obligations, and options. A well-drafted agreement will address what happens when partners disagree, how a member can exit, how the business is valued for buyout purposes, and whether disputes go to mediation or arbitration before litigation.
When the agreement does not cover the situation, or when a party has acted outside the agreement’s bounds, litigation becomes more likely. Texas courts can order remedies including monetary damages, injunctive relief to stop harmful conduct, forced buyouts, and in some cases, judicial dissolution of the business entity. These are significant outcomes and the process to get there is not simple, which is why having experienced legal counsel from the beginning matters.
Mediation is required in most Texas civil cases before trial and is often where partnership disputes settle. Our attorneys are effective negotiators in that setting and prepared to litigate if a fair resolution is not reached.
Why Your Partnership or Operating Agreement Matters
The single most important document in any partnership or LLC dispute is the agreement that governs the relationship. A strong operating agreement or partnership agreement anticipates conflict and provides a framework for resolving it. It covers ownership percentages, voting rights, management authority, how decisions are made, what happens when a partner wants to leave, how the business is valued, and what triggers dissolution.
When that agreement is missing, vague, or silent on the issue in dispute, the parties fall back on Texas default rules under the Texas Business Organizations Code. Those defaults do not always produce the outcome either side wants, and they leave significant room for litigation over interpretation and intent.
If your business is currently in dispute and you are not sure what your agreement says about your situation, that is one of the first things we will look at in a consultation. If you are in a partnership or LLC and do not yet have a dispute but want to ensure your agreement protects you if one arises, our business law attorneys can help you get that in place.
Partnership Dispute FAQs
What is a breach of fiduciary duty in a business partnership?
Partners and LLC members owe each other fiduciary duties, which are legal obligations to act in the best interest of the business and the other partners rather than in their own personal interest at the expense of the others. Common breaches include self-dealing, using company assets or opportunities for personal gain, hiding financial information, making unauthorized decisions, and diverting business to a competing entity. A breach of fiduciary duty claim is one of the most serious allegations in a partnership dispute and can result in significant damages.
Can I force my business partner out of the company in Texas?
Whether and how you can remove a partner or member depends on what your partnership agreement or LLC operating agreement says. Some agreements include provisions for involuntary buyout or removal under specific conditions. If the agreement is silent or the other party refuses to honor it, a court can order relief under certain circumstances, including cases where a partner has committed fraud or material breach. This is a fact-specific analysis that requires a review of your specific agreement and situation.
What happens if my business partner and I cannot agree on anything?
Deadlock between equal partners is one of the most difficult situations in business law because neither party has the authority to override the other. The resolution depends on what the governing agreement says about deadlock. Some agreements include tiebreaker provisions, mandatory buyout procedures, or dissolution triggers. If the agreement does not address it, Texas law provides some remedies through the courts, including judicial dissolution in cases where the deadlock makes it impossible to operate the business effectively.
Do I need to go to court to resolve a partnership dispute in Texas?
Not necessarily. Many partnership disputes resolve through direct negotiation, formal mediation, or arbitration if the governing agreement requires it. However, when one party is acting in bad faith, misappropriating assets, or refusing to engage in good faith resolution, court intervention may be necessary. An attorney can assess the situation and advise on the most effective path given the specific circumstances and what is at stake.
How is a business valued in a partnership buyout in Texas?
Texas is a federal OSHA state, meaning the federal Occupational Safety and Health Administration has jurisdiction over most private employers in Texas. Texas does not have a state-run OSHA plan for private sector employers, though state and local government employees are covered separately. Most private businesses operating in Texas with one or more employees are subject to federal OSHA requirements.
Does HKH handle non-subscriber workplace injury claims in addition to OSHA matters?
Yes. Most business co-ownership disputes in Texas today involve LLCs rather than traditional partnerships, and the legal framework is similar in many respects. Our attorneys handle disputes involving LLC members, managers, and the operating agreements that govern those relationships. The same general principles around fiduciary duty, breach of agreement, and available remedies apply in both contexts.
Is a business partnership dispute putting your company at risk?
We represent business owners and partners across Dallas, Collin, and Denton Counties. 972-731-6500 or contact us online to schedule a consultation.
