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Assignment Of Limited Partnership Interest for the United Kingdom

Assignment Of Limited Partnership Interest Template for England and Wales

An Assignment of Limited Partnership Interest is a legal document used in England and Wales to transfer ownership rights in a limited partnership from one party (the assignor) to another (the assignee). The document is governed by the Limited Partnerships Act 1907 and must comply with both partnership law and contract law principles. It includes detailed provisions regarding the transfer of rights, obligations, and economic interests in the partnership, along with any necessary consents and regulatory requirements.

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What is a Assignment Of Limited Partnership Interest?

An Assignment Of Limited Partnership Interest is essential when transferring ownership stakes in limited partnerships under English and Welsh law. This document is commonly used in investment structures, fund reorganizations, or when partners wish to exit their investment. The assignment must comply with the Limited Partnerships Act 1907 and any transfer restrictions in the partnership agreement. It typically includes details of the interest being transferred, consideration paid, warranties, and necessary partner consents. The document is particularly important for maintaining clear ownership records and ensuring proper transfer of both rights and obligations associated with the partnership interest.

What sections should be included in a Assignment Of Limited Partnership Interest?

1. Parties: Identifies assignor, assignee, and partnership entity

2. Background: Context of the assignment and current partnership interest details

3. Definitions: Key terms used throughout the document

4. Assignment: Core terms of the transfer of partnership interest

5. Consideration: Details of payment or value exchange for the assignment

6. Completion: Timing and mechanics of the transfer

What sections are optional to include in a Assignment Of Limited Partnership Interest?

1. Warranties: Assignor's representations about the partnership interest - include when buyer requires specific assurances

2. Tax Provisions: Allocation of tax liabilities and responsibilities - include when tax implications are significant

3. Regulatory Approvals: Requirements for regulatory consent - include for regulated partnerships

What schedules should be included in a Assignment Of Limited Partnership Interest?

1. Schedule 1 - Partnership Agreement: Copy of the existing partnership agreement

2. Schedule 2 - Partnership Interest Details: Specific details of the interest being transferred

3. Schedule 3 - Consent Documents: Required partner consents and approvals

4. Schedule 4 - Transfer Forms: Official forms required for registration of transfer

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok成人版 | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents

Jurisdiction

England and Wales

Cost

Free to use

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