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Shamloo v. Ladd

California Court of Appeal, Second District
2003 WL 68054


In 1995, Farhad Shamloo (plaintiff) and Rick Ladd (defendant) formed Ginnytex, a partnership engaged in manufacturing. There was no written partnership agreement. Ladd contributed $75,000 as a capital investment and later loaned the firm an additional $75,000. Shamloo contributed only his labor and his knowledge of the industry. In November 1999, Shamloo sued Ladd for dissolution of the partnership and an accounting. Shamloo contended that his labor and expertise were capital contributions which should be repaid to him on dissolution. There was no specific oral or written agreement that Shamloo’s services would be treated as a capital contribution, nor was there an agreement that Shamloo would be paid for their services. The trial court awarded Shamloo $27,344 as compensation for his services to the firm. The court also declined to award Ladd any interest on his loan to the firm. Ladd appealed both rulings.

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