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Your business partner stopped showing up. What can you do?

  • Writer: Brandi Joffrion
    Brandi Joffrion
  • Nov 15, 2025
  • 2 min read

Whatever your operating agreement allows. If it's silent, considerably less than you'd hope.


The uncomfortable default

Ownership generally isn't conditional on working. A partner who stops contributing usually keeps their interest, keeps their share of profits, and keeps whatever voting rights they had.


You can't force them out because you're doing all the work. That's not a legal remedy in most cases.


What might be available

  • A buyout provision, if your agreement has one. Read it for triggers — some cover failure to perform.

  • A vesting provision, if equity was earned over time. Unvested interest may be recoverable.

  • Removal as a manager. You may be able to remove someone from management without affecting their ownership. That stops them making decisions but doesn't change what they own.

  • Reasonable compensation for your work. If you're running the business, being paid for that before profits are split is a legitimate position — though implementing it may require agreement or a provision allowing it.

  • Dissolution. The blunt instrument. Available in some circumstances, expensive, and it ends the business.


Why this gets worse with time

Every month you keep building, their interest grows in value. If you eventually sell, they share in what you built alone.


Before you do anything

Document what's happening — what you've asked, how they've responded, what you're doing that they aren't. If this ends up in a dispute, contemporaneous records matter enormously.


And don't stop making distributions they're entitled to, or start excluding them from decisions their interest gives them. That converts your grievance into their claim.


What to do

Read your operating agreement for buyout, removal, and vesting. If none appear, the conversation is a negotiation rather than a right — and it's worth having early, while there's less value at stake.


This is general information, not legal advice for your situation. If you want an answer for your business, book a consultation.

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