I am hoping that you are able to help me out. I am 1 of 2 members of a CC. When we registered our cc (no associate agreement in place), the interest was 50% a piece.
However circumstances have changed over the past few years and my partner now has a 60% interest in the business thus leaving me with 40%. This came about over an argument whereby he felt he deserved more. Being the person that I am, I have always trusted him and had the utmost faith in our business relationship. When it comes to signing forms, i trust that he will not screw me over however i was given a bunch of forms to sign and one of them he mentioned is our shareholder agreement. Since i trusted him i signed it as we did not commit to change in member interest. It so happened that the "Share holder" agreement was actually a founding statement which granted him 60% interest in the cc and me 40%.
I know i should have never trusted him when signing documents however its too late now. Anyway, we currently in a deadlock over how the business must be run. I am not willing to part ways with my interest in the CC due to a payout owed to the CC which i am entitled to and may help me with future businesses.
My questions are:
1. Though he has majority interest (60%), is he allowed to dictate how the business may be run?
2. Is he allowed to dictate my duties within the business (Salary, responsibilities, working hours, etc...)?
3. Does he have control over distribution of dividends payed to the CC?
4. If we in a deadlock over an idea, does his 60% grant him a higher vote or does our dis-agreement count as a vote each thus a deadlock?
5. Whilst i did not commit to the change in member interest but signed the founding statement (CK2), can it be considered illegal/fraud?
Bare in mind and as mentioned, there is no associate agreement in place