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LLC Contractual Dispute

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MPY

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What is the name of your state? Indiana

My LLC has a total of 6 partners. Four of the six partners searched for capital to make our business grow. Hence, the other two partners. We received from them an amount of capital that would allow our business to move forward. Our LLC was structured for their protection by making them partners in perpetuity and was secured by a promissorry note signed by the four of us personally to have the money paid back within a year. We also agreed to purchase a life settlement policy in the amount of the investment/loan to secure their investment/loan. They made me the managing partner and that included signing authority on checks and contracts. There is a clause in our LLC that discusses Majority Interest Partners. The four of us have taken a draw for living expenses and the two other partners want us to return the draw, because they don't want us to pay ourselves out of the capital, even though it is not stated anywhere in the contract.

My questions are: Would they be considered the Majority Interest partners even though this is technically a loan? Can they require that we put the draws back even though we are not contractually obligated to pay that money back until the one year is up?

Thank You
 



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