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1. Parties: Identification and details of all partners entering into the agreement
2. Background: Context of the partnership formation, intended purpose, and general objectives of the investment and financial cooperation
3. Definitions and Interpretation: Definitions of key terms used throughout the agreement and rules of interpretation
4. Partnership Structure: Legal structure of the partnership, including type of partnership and registration requirements
5. Capital Contributions: Details of initial and subsequent capital contributions from each partner
6. Investment Strategy: Agreed investment objectives, permitted investment types, and investment guidelines
7. Financial Management: Financial procedures, accounting methods, and banking arrangements
8. Profit and Loss Sharing: Distribution of profits and allocation of losses among partners
9. Management and Decision Making: Governance structure, voting rights, and decision-making processes
10. Partner Rights and Obligations: Detailed rights and responsibilities of all partners
11. Compliance and Reporting: Regulatory compliance requirements and reporting obligations
12. Term and Termination: Duration of partnership and circumstances for termination
13. Confidentiality: Protection of confidential information and trade secrets
14. Dispute Resolution: Procedures for resolving disputes between partners
15. Governing Law: Specification of Malaysian law as governing law and jurisdiction
1. Foreign Investment Provisions: Special provisions for foreign partners, including compliance with Foreign Investment Committee Guidelines
2. Specific Project Management: Detailed provisions for managing specific investment projects, used when the partnership focuses on particular ventures
3. Islamic Finance Compliance: Provisions ensuring compliance with Shariah principles, used when partners require Islamic finance structuring
4. Intellectual Property Rights: Provisions dealing with IP ownership and usage, included when the partnership involves intellectual property
5. Environmental and Social Responsibility: Provisions for environmental and social governance, included for partnerships with ESG focus
6. Exit Strategy: Detailed procedures for partner exit or buy-out options, included for fixed-term or project-specific partnerships
7. Anti-Corruption Provisions: Additional anti-corruption and compliance measures, particularly important for international partnerships
1. Schedule 1: Capital Contributions: Detailed breakdown of each partner's capital contributions, including valuation of non-cash assets
2. Schedule 2: Investment Guidelines: Detailed investment criteria, restrictions, and procedures
3. Schedule 3: Financial Procedures: Detailed financial management procedures and protocols
4. Schedule 4: Partner Information: Detailed information about each partner, including registration details and contact information
5. Schedule 5: Compliance Checklist: List of regulatory requirements and compliance procedures
6. Appendix A: Required Regulatory Filings: Templates and procedures for mandatory regulatory filings
7. Appendix B: Management Structure: Detailed organizational chart and management responsibilities
8. Appendix C: Financial Reporting Templates: Standardized templates for financial reporting and monitoring
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