How Can I Break Up With My Business Partner in Minnesota?

Asked in Oakdale, MN on March 13, 2024 Last answered on January 28, 2026

1 answer

Matthew R. Hartranft
Answered by:

Matthew R. Hartranft

Plymouth, MN
Brutlag, Trucke & Doherty, P.A. 763-200-4396
Answer

Breaking up with a business partner in Minnesota usually comes down to one question: what do your governing documents say happens when one of you wants out?

Start with the partnership agreement, LLC operating agreement, shareholder agreement, or bylaws. That’s where you’ll usually find the rules on notice, buyout rights, valuation, payment terms, noncompetes, and what happens if you hit a deadlock. If the documents are silent or you never had them in writing, Minnesota law may fill in some gaps, but it often gets messy fast.

Most exits end up as a negotiated buyout with real-world terms like valuation, working capital adjustments, holdbacks/escrows, indemnification, and transition services. This is general information, not legal advice, but a good lawyer matters here because the right counsel can get you out cleanly, protect your leverage, and keep the relationship from turning into a lawsuit.

January 28, 2026

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