You will have to add him on the IRS form so you will have to deal with tax filings with him involved. Also, most operating agreements have all these clauses to

You will have to add him on the IRS form so you will have to deal with tax filings with him involved. Also, most operating agreements have all these clauses to cover cases where he wants to sell his share to someone else. Say he sells to someone with a lot of money and big lawyers. There is a small possibility in this case that you would be spending most of your time and money in a court setting. It is best to try to just pay him to walk away.