Datuk Xali, Bakar and Fandi have been partners in an architect firm by the name XBF Architects (XBF) since 2009. The partnership has been running well until recently Fandi proposes to change the firm into a limited liability partnership. Fandi actually worries about the partners' liabilities in the firm as compared to liabilities to be borne by members in a limited liability partnership. He even suggests on having a separate business practice as a sole proprietorship.

In a separate occasion, Wan Man has told his colleagues that he is also one of the partners of XBF. Datuk Xali also knows that Wan Man has been using his name and XBF in meeting with other parties. A developer company, Building Baik Bhd (3Bs) has engaged XBF through Wan Man involving architectural designs in one of its projects. Wan Man suddenly closes all correspondences with 3Bs and vanishes with the initial payment made by 3Bs. 3Bs is now claiming against Datuk Xali, Bakar and Fandi for breach of contract.

Bakar who has been calm and quiet is now insisting on dissolving XBF. Bakar claims that Datuk Xali's image as a womaniser has greatly affected XBF in a negative way. Datuk Xali has even been investigated for two sexual harassment cases against XBF's employees early this year. This situation has affected XBF's business as many clients are no longer interested to deal with XBF.

Advise all the parties.

-Company Law-

-Companies Act 2016-

-Partnership Act 1961-