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Partnership Framework Agreement for Hong Kong

Partnership Framework Agreement Template for Hong Kong

A comprehensive legal agreement governed by Hong Kong law that establishes the framework for a partnership between two or more parties. This document outlines the fundamental terms and conditions of the partnership relationship, including capital contributions, profit sharing, management structure, decision-making processes, and partner rights and obligations. It ensures compliance with Hong Kong's Partnership Ordinance and related legislation while providing a robust foundation for the partnership's operations and governance.

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Partnership Framework Agreement

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What is a Partnership Framework Agreement?

The Partnership Framework Agreement serves as the foundational document for establishing and governing partnerships under Hong Kong law. This document is essential when two or more parties wish to formalize their business relationship through a partnership structure, whether for professional services, trading, or other commercial activities. It comprehensively addresses all crucial aspects of the partnership, including capital contributions, profit sharing, management rights, decision-making processes, and exit mechanisms. The agreement ensures compliance with Hong Kong's Partnership Ordinance and other relevant regulations while providing flexibility to accommodate specific business requirements. This document is particularly valuable for businesses seeking to establish long-term partnership arrangements with clear governance structures and risk allocation mechanisms.

What sections should be included in a Partnership Framework Agreement?

1. Parties: Identification of all partners and their respective details

2. Background: Context of the partnership and intention of the parties

3. Definitions: Defined terms used throughout the agreement

4. Partnership Structure: Legal form of partnership and business relationship between partners

5. Duration: Term of the partnership and renewal provisions

6. Capital Contributions: Initial and ongoing capital contributions from each partner

7. Profit and Loss Sharing: Distribution of profits and allocation of losses

8. Management and Decision Making: Governance structure and voting rights

9. Partner Rights and Obligations: Detailed responsibilities and rights of each partner

10. Financial Management: Banking, accounting, and financial reporting requirements

11. Admission of New Partners: Process and conditions for admitting new partners

12. Transfer of Partnership Interest: Rules regarding transfer of partnership shares

13. Termination and Exit: Conditions and process for partnership termination or partner withdrawal

14. Dispute Resolution: Mechanism for resolving disputes between partners

15. Governing Law: Specification of Hong Kong law as governing law

16. General Provisions: Standard boilerplate clauses including notices, amendments, etc.

What sections are optional to include in a Partnership Framework Agreement?

1. Intellectual Property Rights: Include when the partnership involves creation or use of intellectual property

2. Non-Competition: Include when partners need to be restricted from competing activities

3. Confidentiality: Include when significant confidential information will be shared

4. Insurance: Include when specific insurance requirements need to be maintained

5. Employee Matters: Include when the partnership will have employees

6. Tax Matters: Include when complex tax arrangements need to be specified

7. International Operations: Include when partnership operates across multiple jurisdictions

8. Compliance Requirements: Include when partnership operates in regulated industries

What schedules should be included in a Partnership Framework Agreement?

1. Schedule 1 - Partner Details: Detailed information about each partner including contact details and representatives

2. Schedule 2 - Initial Capital Contributions: Detailed breakdown of each partner's initial capital contribution

3. Schedule 3 - Business Plan: Initial business plan and strategic objectives

4. Schedule 4 - Profit Sharing Ratios: Detailed profit and loss allocation mechanisms

5. Schedule 5 - Management Structure: Detailed governance structure and management procedures

6. Schedule 6 - Reserved Matters: List of decisions requiring special approval

7. Schedule 7 - Accounting Principles: Agreed accounting policies and procedures

8. Appendix A - Form of Deed of Adherence: Template for new partners joining the partnership

9. Appendix B - Valuation Methodology: Agreed method for valuing partnership interests

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 | Serial Founder & Legal AI Author

Jurisdiction

Hong Kong

Cost

Free to use
Relevant legal definitions













































Clauses







































Relevant Industries

Professional Services

Financial Services

Technology

Real Estate

Manufacturing

Retail

Healthcare

Consulting

Legal Services

Accounting

Architecture

Engineering

Investment Management

Trading

Education

Relevant Teams

Legal

Finance

Corporate Development

Executive Leadership

Business Development

Compliance

Company Secretarial

Strategic Planning

Operations

Risk Management

Partnership Office

Corporate Governance

Relevant Roles

Chief Executive Officer

Managing Partner

Chief Legal Officer

General Counsel

Legal Director

Chief Financial Officer

Finance Director

Business Development Director

Managing Director

Chief Operating Officer

Partner

Senior Partner

Corporate Lawyer

Commercial Director

Head of Compliance

Company Secretary

Strategic Planning Director

Industries







Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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