Admin Dissolution and Escrow

[Alanjx]

I went into partnership with a LLC in Florida and the agreement was
'secured' with land placed into Escrow with a Florida
attorney. The intention was that the land would become mine if the Company was in default of providing investment return. After lack of contact I have ascertained that the LLC filed
\'Admin Dissolution for Annual Report\' in Sep 06. What does this actually mean - has the Company gone bankrupt? How should I go about getting ownership of the land. Any thoughts would be appreciated.

[randalljd]

Your document should allow you to take the land if the entity dissolved. Have your attorney or another review it and take the steps outlined in the doc.

[EMKick]

At the beginning of last year my partner decided she wanted to walk away from the business. She hand wrote a letter to our business leasing agent and it said:

Atten Leasing agent:

Effective Jan 1st, 2008 Her name is no longer affiliated at our business address Please take her name off the lease-only and my name.
Thank You
her signature
and
mine

Right after that she kept saying she wants no part in and stormed out and would not teach her classes and took her belongings and a few other things out of the business. Three days later she kept coming in and saying she wants the bank account closed and we should not make any transactions other then paying the bills. She proceeds to use the account to eat on, gas, and pay miscellaneous personal bills. I took all the money but a few dollars out and pay the bills in advance to stop her from using all the money up and so the business can keep running. Two days later we are going into the bank to cancel the account it was the 31st of December. I found out earlier that day my father had died. My head instructor was with us and I asked her to watch after the school while I was at the funeral and taking care of my father’s death. We canceled the account. While my head instructor was taking care of the business on the 2nd of January she received phone calls about canceling the insurance for the business and multiple utilities to be shut off. She resolved all of them except for the electric company. Even though she had proof that my partner was done with the business. As she says, “No longer affiliated effective Jan 1st” is what the letter said and the LLC saying the other partner name on it as well the electric company still shut off the electric. The electric was out for 6 days and we have a lot of clients that train with us. They would not accept her information because she was not a partner in the business. When I got back I made the phone calls to the electric company and they promised me the next day they would have it back on but that it can not be in the name it was in before because it already got turned off. They said they would use the deposit from the other and put it in my name. Later this week I received a bill saying I owed $820.00 for electric bill but the electric has been paid up to date. They said it is for reactivating it.

So my questions are:

I am going to partner up with my head instructor 51% 49%. But I want to know what may be needed to get this done.

Can I keep the name and change the ownership? If so what is needed with the LLC, Business Licenses, Bank Account and etc…to make that happen as well as the cost in Georgia? I want to make sure my ex-partner has no rights for the business any more.

Also how do I get this situated with the electric company because are bill is paid but now they wants us to pay $800 to put it in another name and my partner should not have been able to shut it off when she is calling from a non business phone line and my head instructor was calling from the business line and faxing from the business fax to electric company?

Please let me know what I can do. I am a small business.

.