Drashner v. Sorenson
Supreme Court of North Dakota
63 N.W.2d 255 (1954)
Drashner (plaintiff), Sorenson, and Deis (defendants) formed a real estate, loan, and insurance partnership; Sorenson and Deis had fronted $7,500 to buy the business, with an oral understanding that the loan would be repaid from partnership earnings. As disagreements grew - Drashner neglected his duties and demanded cash distributions Sorenson and Deis refused - Drashner sued for an accounting and dissolution. At that point, only $3,000 of the $7,500 loan had been repaid. The trial court dissolved the partnership but found the dissolution was in contravention of the partnership agreement, valued Drashner's share using only the partnership's tangible assets (excluding good will), and concluded that because the assets were worth less than what was still owed to Sorenson and Deis, Drashner was entitled to nothing.
Whether the good-will value of a partnership business is factored into the payout of a partner who causes dissolution in contravention of the partnership agreement.