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Business partner exit

Your departing business partner combines the share price and a loan claim

Distinguish ownership buyout price from shareholder loan and other exit claims for separate verification.
Corporate Recovery Partners
CRP Stacy avatar beside SEPARATE THE EXIT AMOUNTS and Separate the proposed ownership price from other claimed amounts before discussing a partner exit payment. on a monochrome 1609 cover.
01 / 06

One requested payment covers several different things

A hypothetical business partner asks for a single exit payment covering their ownership interest, money advanced to the company and unpaid expenses. The remaining owner starts negotiating a discount on the total. First identify the basis for each component. Combining different claims can hide who is expected to pay and which documents need to be reviewed.

02 / 06

List the amounts without accepting them

Ask for a breakdown showing the proposed ownership price, alleged loans, expenses and any other claim. Record the supporting agreement or transaction beside each amount. Label disputed or unverified entries clearly. Preparing a list is an information step, not an admission that every component is payable or that the proposed payer is correct.

03 / 06

Review the underlying arrangements

Business.gov.au recommends clearly documenting contractual obligations and payment terms. Give the lawyer the ownership agreement, loan documents and proposed exit terms, and give the accountant the related records. Ask how the components should be assessed. This article does not determine buyout rights, repayment priority, tax treatment or whether any amount can be offset against another.

Source: business.gov.au: Prepare a contract

04 / 06

Trace advances and repayments separately

In the hypothetical example, the partner's loan figure comes from an old spreadsheet. Compare it with bank evidence and recorded repayments through the accountant. Keep the ownership valuation separate from that exercise. Do not assume a valuation already includes or excludes a loan merely because the proposed price is described as all inclusive.

05 / 06

Identify who would fund each obligation

Clarify whether the proposed buyer, company or another party is expected to make each payment, and obtain advice before using company funds. Test the actual funding proposal against other obligations. Avoid promising a payment from the company solely because its bank account is accessible to the remaining director or contains a temporarily high balance.

06 / 06

Negotiate from a reconciled schedule

Take the verified components and unresolved questions into the exit discussion. Ask for the eventual agreement to make the payment scope understandable. CRP can help organise the financial information. The useful first step is to know what each dollar is claimed for, rather than bargaining over a combined total whose legal and accounting basis remains unclear.

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