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Dividing company loan between partners

My civil company has 2 partners. Both are 50% of the shares.

Our company lost a court case and has to pay AED 200,000 to the creditor.

The creditor started an execution case.

Questions:

A) Can I pay my 50% share (AED 100.000) and ask for my name to be cleared from the case (then the execution case will only be between the creditor and the other partner, for the remainder of AED 100.000)?

Or that is not allowed while the civil company is still in existence?

B) Is it possible to liquidate the company and then the execution lawsuit will be broken into two parts (Part 1: Creditor and partner 1 for AED 100,000, Part 2: Creditor and partner 2 for AED 100,000).

If yes to the above questions, please be kind to inform the process.

Thank you!

MIO Law Firm (Abu Baker Salem Advocates & Legal Consultants)
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8 Dec 2020, 14:24

As per the law in case of the civil or commercial company, the liability shall be as per the limited liability mentioned in the MOA.

Please call e-mail.

15 Dec 2020, 12:58

Our company is a Civil company with unlimited liability for Partners. The judgment did not specify if the partners have to pay jointly or severally since it only mentioned that the company has to pay.

The company MOU states :

Article (10) Profits and losses:

Dividends and losses shall be divided between the partners in proportion to the share of each of them in the Company. The company manager must keep regular books of account.

Article (11): Administration and the right to sign:

The responsibility of management and the right to sign on behalf of the Company shall be both partners Jointly or severally.

Is it possible to force the other partner to pay 50% while the company still exists? Or the other partner will be forced to pay only after liquidation of the company?

Please advice.

24 Jan 2021, 13:20

As the MOA states that the losses shall be divided equally, so the payment ratio is 50:50.

When the case is in execution the company needs to pay, as the liability is equally shared he is bound to pay in the execution itself.

Liquidation of the company is done when it is not paid. if the company is liquidated it is ok. Please call for more discussion.

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Al Safar & Partners Advocates & Legal Consultants
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15 Dec 2020, 10:35

Dear Client,

Good day!

Yes, our execution department will be happy to help you with this.

You need to meet the execution judge and explain the situation and tell how much partnership you have, provide all the company documents and then you can pay 50% of it.

However, we need to review the judgment to confirm whether it has to be paid jointly or severally.

For further assistance, please feel free to contact us via phone or email.

Thank you!

15 Dec 2020, 12:56

Our company is a civil company with unlimited liability of the partners.

The judgment did not specify if the partners have to pay jointly or severally since it only mentioned that the company has to pay.

The company MOU states:

Article (10): Profits and losses:

Dividends and losses shall be divided between the partners in proportion to the share of each of them in the company. The company manager must keep regular books of account.

Article (11): Administration and the right to sign:

The responsibility of management and the right to sign on behalf of the company shall be both partners jointly or severally.

Please advice!

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