The Limited Partnership Deed is a fundamental document used in Pakistan when establishing a limited partnership structure, where one or more general partners manage the business while limited partners act as investors with restricted liability. This deed is essential for compliance with the Partnership Act 1932 and Limited Partnerships Act, 2017, and must be properly registered with relevant authorities in Pakistan. It typically includes detailed provisions on capital contributions, profit sharing, management rights, transfer restrictions, and dissolution procedures. The document is particularly useful for businesses seeking to attract passive investors while maintaining clear operational control through general partners, making it popular in real estate development, private equity, and various other commercial ventures in Pakistan.
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1. Parties: Identification of all partners, distinguishing between general and limited partners, including their full names, addresses, and registration details if applicable
2. Background: Brief context of the partnership formation, business purpose, and intention of the parties
3. Definitions and Interpretation: Definitions of key terms used in the deed and rules for interpreting the document
4. Partnership Name and Business: Official name of the partnership and detailed description of its business activities
5. Term and Commencement: Duration of the partnership and its commencement date
6. Capital Contributions: Details of initial and any agreed future capital contributions from each partner
7. Profit and Loss Sharing: Formula and mechanism for distribution of profits and allocation of losses
8. Management and Control: Rights and responsibilities of general partners in managing the partnership
9. Limited Partners' Rights and Restrictions: Scope and limitations of limited partners' involvement and their rights
10. Banking and Financial Records: Requirements for maintaining partnership accounts and financial records
11. Transfer of Partnership Interest: Rules and procedures for transferring partnership interests
12. Dissolution and Winding Up: Circumstances and procedures for partnership dissolution
13. Governing Law and Jurisdiction: Specification of Pakistani law as governing law and relevant jurisdiction
14. Notices: Procedure for giving notices between partners and to the partnership
1. Non-Competition: Restrictions on partners engaging in competing businesses, used when partners have other business interests
2. Intellectual Property Rights: Ownership and use of IP within the partnership, important for technology or brand-focused businesses
3. Death or Incapacity of Partners: Procedures following death or incapacity of any partner, particularly relevant for family businesses
4. Dispute Resolution: Alternative dispute resolution procedures, recommended for complex partnerships
5. Insurance: Requirements for business insurance, important for high-risk businesses
6. Additional Capital Calls: Procedures for requesting additional capital, relevant for businesses anticipating expansion
7. Partnership Committee: Formation and powers of a partnership committee, useful for larger partnerships
1. Schedule 1 - Capital Contributions: Detailed breakdown of each partner's initial capital contribution
2. Schedule 2 - Profit Sharing Ratios: Detailed formula and examples of profit and loss distribution
3. Schedule 3 - Business Plan: Initial business plan and objectives of the partnership
4. Schedule 4 - Partner Information: Detailed information about each partner including contact details and nominee information
5. Schedule 5 - Partnership Assets: List of assets contributed to or owned by the partnership
6. Appendix A - Registration Requirements: Checklist of registration requirements under Pakistani law
7. Appendix B - Management Procedures: Detailed procedures for partnership management and decision-making
Relevant legal definitions
Clauses
Relevant Industries
Real Estate Development
Private Equity
Venture Capital
Manufacturing
Trading
Professional Services
Technology
Agriculture
Retail
Construction
Healthcare
Hospitality
Relevant Teams
Legal
Corporate Affairs
Finance
Compliance
Risk Management
Investment
Business Development
Commercial
Company Secretarial
Operations
Relevant Roles
Legal Counsel
Corporate Lawyer
Business Development Manager
Investment Manager
Chief Financial Officer
Managing Partner
Company Secretary
Compliance Officer
Risk Manager
General Partner
Limited Partner
Investment Director
Partnership Administrator
Commercial Director
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