I have a startup tech biz (music production software). It’s a partnership with 4 founders. Concerning the structure of our company, we’re considering a member buyout structure whereby the departing member will receive an amount equal to the their capital account verses the typical fair market value route. Now, I realize this is not a typical way of handling a member buyout and in most cases, That would not be a favorable option, especially if there’s real estate or another assets that have appreciation, etc. However, in our case, it’s pretty cut and dry. Digital, downloadable products only. We’ve agreed that we’d rather not deal with fair market values and possible loans with this venture. If/when we sell the company, those still with the company will reap the benefit of a great sale, if one is too be had. Lastly, we have all worked together quite some time now and feel comfortable with this structure. In light of our situation, could this work as a reasonable way to go? Thanks!
A member buyout option for a startup partnership LLC can be structured in a number of ways, depending on the specific circumstances of the partnership and the agreement of the members.
One common way to structure a buyout is for the purchasing member(s) to pay the selling member(s) an agreed-upon price for their share of the company, which may be determined through a valuation process. The buyout can be financed through a combination of the purchasing member's own funds and external financing, such as a loan.
Alternatively, the partnership agreement could provide for a buy-sell agreement, which allows for a specific procedure and pricing formula for a member to buy-out the interest of another member in the event of certain specified events such as death, disability, retirement, or termination of employment or other agreement between members.
However, it's important to take into account that there are legal requirements that need to be met and it's best to consult a lawyer to make sure all aspects of the process are done legally and fairly.
Answered 2 years ago
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