Complaint for dissolution of partnership, expulsion of partner, accounting, conversion, breach of oral contract, breach of implied contract, breach of fiduciary duty, negligence, violation of Corporations Code sections 16401, 16403, 16404, declaratory relief, and unjust enrichment.
The complaint alleged that one of three medical doctors in a partnership unilaterally listed the building for sale and announced that she would operate her medical practice separate from the partnership, while still remaining in the partnership. The separating doctor also allegedly announced that she would use the services of and supervise four employees who were harassed by the other two doctors. She allegedly implemented a telephone service separate from the partnership for her patients, implemented a separate appointment sign in on the front desk, and provided new business cards with her name, omitting the name of the partnership, which were available on the front desk. She also assigned four treatment rooms for her exclusive use. The listing was taken down, and the three doctors were unable to re-negotiate the partnership agreement. Two doctors sued the third doctor for breach of fiduciary duty, breach of contract, conversion, imposition of constructive trust, and injunctive relief.