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LLP Debt

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Can someone please help me. I own a retailing business with my partner, as a Limited Liablility Partnership. Originally my partner, about a year and a half ago, was the sole proprietor of the business. She bought the business with the help of an investor. A contract was signed by my partner to pay back the investor by making monthly installments. I would like to know that since signing on as a LLP this past year, if I am now also responsible for reimbursing the note to the investor, even if I originally did not sign the contract. Prior to when the LLP was established, am I also liable for any or all debts incurred from the time that I did sign on as a LLP. If I am not obligated to reimburse the note and I no longer want to be in the LLP, what is my legal rights to sell my half or have may partner buy me out. Is my 50% of the business valued more, if I am not indebted to the note.



If the LLP is properly structured, you as a limited partner are not personally liable for the debt of your partner to the investor or for any of its debts.
You can sell your interest to your partner. Your power to sell to others could be limited by the partnership agreement.
Whatever your interest is worth, it is worth more if not burdened by the note. However, since your partner is already burdened by the note, it is worth no more to your partner because of that.

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