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55. John’s claim he and Jim were Pride Auto business partners is not sufficiently proven.
There must be a “meeting of the minds” to form a partnership. A partnership, if formed,
includes an agreement to share both profits and losses. There is no indication John ever
discussed with Jim, or agreed himself, to share in responsibility for future losses of the
Pride Auto sales businesses, and to do so regardless of the status (and any termination) of
their intimate, interpersonal domestic relationship. It is one thing to pool income and
earnings (and jointly get by in lean times), and share expenses for an intimate couple as
part of their close interpersonal and household relationship while that intimate
relationship exists. It is a further step to expressly agree that income earned, and long
term debts taken on by one of the intimates, will continue to be the personally held
property or debt of the other intimate after the interpersonal relationship ends.
56. Even for married persons, spouse A may own a business and pool his or her business
income with spouse B as the marriage continues and the couple lives together. Spouse B
may even help work in the business and be paid for his or her labors. That does not
equate to those spouses having a meeting of the minds that Spouse B is now a legal co-
owner of spouse A’s business. More is needed. More than what is shown here.
57. Moreover, the evidence showed no discussion or understanding between John and Jim,
that although they each devoted differing time and made some advances, and received
some income from, the Pride Auto business activity, that they had any discussion or
agreement to be co-equal business owners of the business enterprise. If John claims he
and Jim were “partners”, there was no discussion as to what ownership interest each
might be agreed to have achieved (by labor and/or capital contribution).
58. As noted above, the court does not find that Jim and John had such a meeting of the
minds or agreement so as to elevate their indefinite, but terminable, household
income/asset and debt pooling arrangement (their “domestic partnership”) into a general
business partnership.
59. John and Jim’s income pooling arrangement was not just gratuitous behavior on John’s
behalf to solely benefit Jim. John and his family members had the Promissory Note
responsibility, arising out of the Life Lease, to make payments to Shirley and Arthur.
Some of the sums accumulated in the Jim-John household were paid to Shirley for those
purposes, by cash or payments in kind such as helping pay her and Arthur’s taxes. John
got co-possession and use to the farmhouse (as to which co-habitation and use he had no
rights under the Life Lease), and in effect was paying “rent” by virtue of the income
pooling arrangement with Jim. The domestic relationship income pooling conduct let
John shield his income from the IRS and his employment earnings from the SSA. In
turn, John’s “John’s Repair Shop” helped Jim evade Vermont car dealer licensing
scrutiny as Jim tried to sell off the stock of autos stored on the Subject Property.
60. In viewing the Pride Auto business entities, as the court notes later, it is surprising that
John has brought a counterclaim to declare the businesses general partnerships in which
he owns one half.
61. The Pride Auto businesses have a large unpaid creditor – Shirley and Arthur. Although
Shirley’s annual summary of sums paid to her son (Exhibit 18) combines payments by
Shirley and Arthur to Jim for both personal and business expense advancement, a