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TEXAS - intellectual property sold from partnership by managers?

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sdd

Junior Member
What is the name of your state? Texas

I am a partner in an LLC. We manufacturer, design, and develop a radio product, as well as sell that and other wireless products from various vendors. The product we design & develop will be called product X here. Product X generates most of our revenue, and is a major part of our company. My partners created what they are calling a "resolution" and sold the intellectual property and assets for product X to one of the partners, for $20,000US. We regularly sell $80,000US in this product every month, so this price seems to be greatly undervalued. Here is my dilema, I was not informed of this procedure in any way. I just heard through the grapevine that Product X is now owned by a different company. Is this legal? They have basically moved one really profitable product out of the company, so that a select few of the partners can enjoy profits in another company. This other company will continue to sell our original company product X, but the original partners not invested in the new company will not benefit from the great profits had by owning the development and manufacturing process. This product was designed and developed by us (original partnership) so how is it possible that we have just lost all rights to the product, except for buying it and reselling it at a higher price. Is that not fraudulent? The "managing partners" have basically cut out the rest of the partnership from the product ownership. Is this legal? I appreciate any and all advice and/or direction you can provide. Thank you.
 


divgradcurl

Senior Member
sdd said:
What is the name of your state? Texas

I am a partner in an LLC. We manufacturer, design, and develop a radio product, as well as sell that and other wireless products from various vendors. The product we design & develop will be called product X here. Product X generates most of our revenue, and is a major part of our company. My partners created what they are calling a "resolution" and sold the intellectual property and assets for product X to one of the partners, for $20,000US. We regularly sell $80,000US in this product every month, so this price seems to be greatly undervalued. Here is my dilema, I was not informed of this procedure in any way. I just heard through the grapevine that Product X is now owned by a different company. Is this legal? They have basically moved one really profitable product out of the company, so that a select few of the partners can enjoy profits in another company. This other company will continue to sell our original company product X, but the original partners not invested in the new company will not benefit from the great profits had by owning the development and manufacturing process. This product was designed and developed by us (original partnership) so how is it possible that we have just lost all rights to the product, except for buying it and reselling it at a higher price. Is that not fraudulent? The "managing partners" have basically cut out the rest of the partnership from the product ownership. Is this legal? I appreciate any and all advice and/or direction you can provide. Thank you.

Duplicate post.
 

beerclip

Junior Member
Fraud or not

Is the product patented? If so, who are the documented inventors? You may be able to challenge the patent.

Also, does your LLC have a partner contract? If so a breach of contract may have occurred and you can approach it from that direction. Usually most partnerships call for a procedure, possibly voting, on matters that affect the LLC bottom line.

You and the others that were left out need to consult an attorney ASAP regarding this situation. There may very well have been conduct that can be considered criminal.
 

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