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Deed Of Dissolution Of Partnership Firm for Nigeria

Deed Of Dissolution Of Partnership Firm Template for Nigeria

A Deed of Dissolution of Partnership Firm under Nigerian law is a formal legal document that officially terminates a partnership arrangement between two or more partners. This document, governed by the Nigerian Partnership Act and relevant state partnership laws, sets out the terms and conditions for ending the partnership, including the distribution of assets, settlement of liabilities, and mutual releases between partners. It includes provisions for final accounts, asset distribution mechanisms, liability settlements, and necessary notifications to relevant authorities and stakeholders. The deed ensures compliance with Nigerian legal requirements for partnership dissolution and provides a clear framework for winding up the partnership's affairs.

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Deed Of Dissolution Of Partnership Firm

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What is a Deed Of Dissolution Of Partnership Firm?

The Deed of Dissolution of Partnership Firm is a crucial document used when partners decide to formally terminate their business relationship in Nigeria. This document becomes necessary when partners agree to dissolve their partnership due to various reasons such as retirement, disagreement, completion of business purpose, or mutual decision to end the business relationship. The deed is governed by Nigerian partnership law, particularly the Partnership Act and relevant state legislation. It comprehensively addresses all aspects of partnership dissolution, including asset distribution, liability settlement, partner obligations, and necessary legal compliance requirements. The document serves as legal evidence of the partnership's termination and protects all parties' interests by clearly defining their rights and responsibilities during and after the dissolution process. It must comply with Nigerian stamp duty requirements and should be properly executed to be legally enforceable.

What sections should be included in a Deed Of Dissolution Of Partnership Firm?

1. Parties: Identification of all partners and the partnership firm, including their full names, addresses, and registration details

2. Background: Recitals describing the partnership's formation, reference to original partnership deed, and reasons for dissolution

3. Definitions: Definitions of key terms used throughout the deed

4. Date of Dissolution: Clear statement of the effective date of dissolution

5. Settlement of Accounts: Provisions for final accounting and settlement of partnership accounts

6. Distribution of Assets: Detailed provisions for the distribution of partnership assets among partners

7. Payment of Liabilities: Arrangements for payment of partnership debts and liabilities

8. Partner Releases: Mutual releases between partners from future claims relating to the partnership

9. Confidentiality: Obligations regarding confidential information post-dissolution

10. Notice to Third Parties: Requirements for notifying creditors, clients, and relevant authorities

11. Governing Law: Specification of Nigerian law as governing law

12. Execution: Formal execution clause meeting requirements for deeds under Nigerian law

What sections are optional to include in a Deed Of Dissolution Of Partnership Firm?

1. Non-Compete Provisions: Restrictions on partners' future business activities, if agreed upon

2. Intellectual Property Rights: Special provisions for handling IP rights if the partnership owned intellectual property

3. Outstanding Legal Proceedings: Provisions for handling any ongoing litigation or legal claims

4. Employee Matters: Provisions dealing with employees if the partnership had staff

5. Insurance Matters: Provisions for maintaining or terminating insurance policies

6. Tax Indemnities: Specific indemnities relating to tax liabilities

7. Continuing Business: Provisions if one or more partners will continue the business

8. Bank Accounts: Specific provisions for closing or transferring partnership bank accounts

What schedules should be included in a Deed Of Dissolution Of Partnership Firm?

1. Schedule 1 - Asset Register: Comprehensive list of partnership assets and their agreed values

2. Schedule 2 - Liabilities Register: List of all partnership liabilities and payment arrangements

3. Schedule 3 - Distribution Plan: Detailed plan showing distribution of assets and liabilities among partners

4. Schedule 4 - Final Accounts: Final balance sheet and profit/loss statement of the partnership

5. Schedule 5 - Partner Capital Accounts: Statement of partners' capital accounts and adjustments

6. Appendix A - Original Partnership Deed: Copy of the original partnership deed for reference

7. Appendix B - Valuation Reports: Any professional valuations of partnership assets

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

Nigeria

Cost

Free to use
Relevant legal definitions



































Clauses































Relevant Industries

Professional Services

Legal Services

Accounting & Financial Services

Real Estate

Retail & Commercial

Construction

Healthcare

Consulting

Agriculture

Manufacturing

Technology

Hospitality

Relevant Teams

Legal

Finance

Compliance

Corporate Secretarial

Risk Management

Tax

Business Development

Operations

Administration

Relevant Roles

Managing Partner

Senior Partner

Business Owner

Legal Counsel

Company Secretary

Chief Financial Officer

Financial Controller

Business Manager

Compliance Officer

Partnership Administrator

Risk Manager

Account Manager

Tax Advisor

Business Development 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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