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Simple Limited Partnership Agreement Template for Singapore

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Key Requirements PROMPT example:

Simple Limited Partnership Agreement

"I need a Simple Limited Partnership Agreement for a real estate investment venture in Singapore, with one general partner and three limited partners, where the initial capital contribution will be S$2 million and the profit-sharing ratio needs to be 40% for the general partner and 20% for each limited partner."

What is a Simple Limited Partnership Agreement?

The Simple Limited Partnership Agreement is essential for businesses seeking to establish a limited partnership structure in Singapore. It provides a comprehensive framework for partnership operations while protecting limited partners' interests through liability caps. This document, governed by Singapore law, particularly the Limited Partnerships Act 2008, defines crucial elements such as capital contributions, profit-sharing arrangements, management responsibilities, and partner obligations. It's particularly useful for investment vehicles, professional services, and business ventures requiring clear distinction between managing and investing partners.

What sections should be included in a Simple Limited Partnership Agreement?

1. Parties: Identifies general and limited partners with full details

2. Background: Sets out context and purpose of partnership formation

3. Definitions: Defines key terms used throughout agreement

4. Partnership Business: Defines scope and nature of partnership business

5. Capital Contributions: Details initial and subsequent capital contributions

6. Profit and Loss Sharing: Specifies allocation of profits and losses

7. Management Rights: Defines management structure and decision-making process

8. Partner Obligations: Sets out duties and responsibilities of partners

9. Term and Termination: Specifies duration and termination conditions

What sections are optional to include in a Simple Limited Partnership Agreement?

1. Additional Capital Contributions: Used when partners may need to make future capital injections - appropriate for partnerships anticipating future funding needs

2. Intellectual Property Rights: Addresses ownership and use of IP - include when partnership involves IP assets

3. Non-Competition: Restricts partners from competing activities - include when protecting business interests is crucial

4. Assignment of Interests: Rules for transferring partnership interests - include when transfer of interests might be contemplated

What schedules should be included in a Simple Limited Partnership Agreement?

1. Schedule 1: Capital Contributions: Detailed breakdown of each partner's initial contribution

2. Schedule 2: Business Plan: Initial business plan and objectives

3. Schedule 3: Management Procedures: Detailed procedures for partnership management

4. Appendix A: Partner Details: Complete partner information and contact details

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

Relevant legal definitions





























Clauses






























Industries

Limited Partnerships Act 2008: Primary legislation governing formation, registration, and regulation of limited partnerships in Singapore. Defines rights and obligations of general and limited partners, and sets out requirements for registration and dissolution. (Chapter 163B)

Partnership Act 1890: Foundational partnership law that applies to limited partnerships where not inconsistent with the Limited Partnerships Act. Provides basic framework for partnership relationships. (Chapter 391)

Business Names Registration Act 2014: Legislation governing the requirements and procedures for business name registration in Singapore

Income Tax Act: Legislation determining the tax treatment of limited partnerships in Singapore and partner taxation requirements

ACRA Requirements: Regulatory requirements from the Accounting and Corporate Regulatory Authority covering registration procedures, compliance obligations, and filing requirements

Singapore Contract Law: Common law principles governing general contractual matters, including formation and enforcement of agreements

Companies Act: Relevant legislation for cases where corporate entities are partners in the limited partnership

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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