Quoted from Aurich:Doesn't sound like that's the issue here. Phil didn't want to be bought out, he was trying to give everything away. It's fine if you want to be careful about liabilities etc, but you don't leave someone who's bailed in charge of a company bank account if that's the kind of approach you have.
I do think it is more complicated than this. Phil did state he wasn't interested in profits, but there is likely salary, expenses, possible reimbursements, etc.
On the other side I wouldn't want to own a 33% stake in a company (DP-USA) and be responsible for 100% of the liability. Having that 1/3 vote when the majority own the other company would be senseless.