Again, I'm not so worried about the liabilities. I'm not so heavly invested that its worth it to take to court. However, I need to know how to proceed with a non cooperative partner.
The idea is a good one, I have no idea what he's up to.
I need a lawyer is there anyone on these forums?
There's obviously a lot more to this story than the OP is sharing (which is fine), but if your primary goal is to get your partner to talk to you, I can see 2 avenues to consider.
First is whether the operating agreement contains any language that would require him to keep you informed of what's going on in the business. I've seen many operating agreements that require the managing member (I'm assuming your partner is the managing member - CMIIW) to either periodically let his partners know what's going on, or at the very least to be responsive to requests from the other partner. If so, you can send him a letter simply saying that pursuant to section XYZ of the operating agreement, he is required to keep you informed of the day-to-day operation of the company, and although he may not answer you, you have now created a record to show he is breaching the operating agreement.
Second, your partner may owe fiduciary duties to you and/or the company and that may include a duty of candor (I say "may" because it depends on the business relationship you and your partner have, and in what state your company was formed/incorporated/operates in). You would be best running this by a local lawyer, but if it turns out that he does owe these duties and is not complying with them, then again you can send a letter stating that he owes you these duties and you're requesting that he complies. If he still doesn't respond, then you've further padded the record to indicate that he is now also breaching his fiduciary duties.
