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Limited Partnership Agreement Private Equity

Limited Partnership Agreement Private Equity Template for United Arab Emirates

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Key Requirements PROMPT example:

Limited Partnership Agreement Private Equity

"I need a Limited Partnership Agreement Private Equity for a technology-focused PE fund based in DIFC, with a planned first closing in March 2025 and target fund size of USD 300 million, including provisions for co-investment rights and ESG reporting requirements."

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Document background
The Limited Partnership Agreement Private Equity is a fundamental document used when establishing a private equity fund structure in the United Arab Emirates. It serves as the primary governing document that defines the legal and economic relationship between the General Partner (who manages the fund) and the Limited Partners (who provide capital). The agreement must comply with UAE Federal Law No. 32 of 2021 and relevant financial regulations, including specific requirements if established in free zones like DIFC or ADGM. This document is essential for any private equity fund formation in the UAE, covering crucial elements such as capital commitments, investment strategy, management fees, profit distribution waterfall, governance structure, and exit mechanisms. It typically includes detailed provisions for regulatory compliance, risk management, and investor protections specific to the UAE market.
Suggested Sections

1. Parties: Identification of the General Partner, Limited Partners, and the Partnership entity

2. Background: Context of the partnership formation, investment objectives, and general purpose

3. Definitions and Interpretation: Comprehensive definitions of terms used throughout the agreement and interpretation rules

4. Formation and Term: Legal establishment of partnership, term duration, and extension provisions

5. Capital Contributions: Terms governing initial and subsequent capital contributions, commitment periods

6. Capital Accounts: Maintenance and adjustments of partners' capital accounts

7. Distributions: Distribution waterfall, timing, and calculation of distributions

8. Management and Control: Powers and duties of General Partner, management structure, key person provisions

9. Investment Strategy and Restrictions: Investment objectives, permitted investments, investment restrictions

10. Advisory Committee: Formation, composition, and powers of the Limited Partner Advisory Committee

11. Transfers and Withdrawals: Rules governing transfer of partnership interests and withdrawal rights

12. Fees and Expenses: Management fees, partnership expenses, allocation of costs

13. Representations and Warranties: Standard representations of partners and the partnership

14. Liability and Indemnification: Limitation of liability, indemnification provisions

15. Reports and Valuations: Financial reporting obligations, valuation methodologies

16. Dissolution and Liquidation: Events triggering dissolution, liquidation process

17. General Provisions: Miscellaneous legal provisions including notices, amendments, governing law

Optional Sections

1. Sharia Compliance: Required if fund operates on Islamic investment principles, including Sharia supervisory board and compliance requirements

2. Co-Investment Rights: Include if Limited Partners have rights to co-invest in portfolio companies

3. ESG Provisions: Environmental, Social and Governance requirements if fund has ESG focus

4. Strategic Investment Committee: Include if separate from Advisory Committee, detailing composition and investment approval rights

5. Key Person Insurance: Required if fund mandates life insurance for key personnel

6. DIFC/ADGM Specific Provisions: Include if partnership is established in UAE free zones

7. Side Letter Rights: Include if certain investors have negotiated special rights via side letters

8. Successor Fund Provisions: Include restrictions on raising subsequent funds if applicable

Suggested Schedules

1. Schedule 1 - Limited Partners and Commitments: List of Limited Partners and their capital commitments

2. Schedule 2 - Investment Guidelines: Detailed investment criteria, sector focus, geographical restrictions

3. Schedule 3 - Management Fee Calculations: Detailed methodology for calculating management fees

4. Schedule 4 - Distribution Waterfall: Detailed calculations and examples of distribution waterfall

5. Schedule 5 - Valuation Policy: Detailed methodology for portfolio valuation

6. Schedule 6 - Form of Subscription Agreement: Standard form for admitting new Limited Partners

7. Schedule 7 - FATCA/CRS Provisions: Tax reporting and compliance requirements

8. Schedule 8 - AML Requirements: Anti-money laundering procedures and requirements

9. Appendix A - Power of Attorney: Standard form of power of attorney granted to General Partner

10. Appendix B - Form of Transfer Agreement: Standard form for transferring partnership interests

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Linkedin in social icon imageX social icon image
alex.den.21@genieai.co
Relevant legal definitions
Accounting Period
Affiliate
Agreement
AML Laws
Assets Under Management
Associate
Auditor
Business Day
Capital Account
Capital Call
Capital Commitment
Capital Contribution
Carried Interest
Catch-up Period
Cause Event
Clawback
Closing Date
Commitment Period
Confidential Information
Control
Default
Defaulting Limited Partner
Distributable Proceeds
Distribution
DIFC
ADGM
Drawdown Notice
Effective Date
Excluded Investor
Exit
FATCA
Final Closing Date
Financial Year
Follow-on Investment
Fund
Fund Documents
General Partner
GP Removal Event
Holding Period
Hurdle Rate
Indemnified Party
Initial Closing Date
Investment
Investment Committee
Investment Company
Investment Guidelines
Investment Manager
Investment Period
Investment Policy
Key Person
Key Person Event
Limited Partner
Limited Partner Advisory Committee
Management Fee
Net Asset Value
Partnership
Partnership Interest
Portfolio Company
Preferred Return
Principal
Private Placement Memorandum
Proceeds
Qualifying Investment
Regulatory Authority
Related Party
Removal Event
SCA
Side Letter
Special Limited Partner
Subscription Agreement
Successor Fund
Term
Transfer
UAE
UAE Central Bank
Uncalled Commitment
Valuation Policy
Voting Rights
Wind-up Event
Clauses
Formation
Term
Capital Contributions
Capital Commitments
Partnership Interests
Capital Accounts
Management Rights
Investment Strategy
Investment Restrictions
Distribution Rights
Carried Interest
Management Fees
Partnership Expenses
Transfer Restrictions
Default Provisions
Key Person Provisions
Advisory Committee
Investment Committee
Governance Rights
Voting Rights
Confidentiality
Non-Competition
Non-Solicitation
Representations and Warranties
Indemnification
Liability Limitations
Regulatory Compliance
Financial Reporting
Valuation
Tax Matters
FATCA Compliance
Anti-Money Laundering
Withdrawal Rights
Removal Rights
Termination Rights
Dissolution
Amendment Provisions
Assignment Rights
Side Letter Rights
Notices
Governing Law
Dispute Resolution
Force Majeure
Severability
Entire Agreement
Third Party Rights
Relevant Industries

Financial Services

Private Equity

Investment Management

Banking

Professional Services

Real Estate

Technology

Healthcare

Infrastructure

Energy

Manufacturing

Consumer Goods

Telecommunications

Relevant Teams

Legal

Finance

Investment

Compliance

Risk Management

Corporate Governance

Fund Administration

Investor Relations

Private Equity

Corporate Development

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Chief Legal Officer

General Counsel

Investment Director

Fund Manager

Private Equity Partner

Legal Counsel

Compliance Officer

Investment Manager

Managing Partner

Finance Director

Risk Manager

Corporate Secretary

Investment Analyst

Portfolio Manager

Legal Director

Investor Relations Manager

Industries
UAE Federal Law No. 32 of 2021 (Commercial Companies Law): The primary legislation governing company formations and partnerships in the UAE, including provisions specific to limited partnerships
SCA Decision No. (3/R.M) of 2017: Regulates the promotion and introduction of investment funds, including private equity funds, setting requirements for fund establishment and operation
UAE Federal Decree Law No. 20 of 2018: Anti-Money Laundering Law which sets requirements for financial due diligence and compliance in investment activities
UAE Central Bank Regulations: Relevant banking and financial regulations affecting investment activities and fund transfers
DIFC Law No. 5 of 2021: If established in DIFC free zone, this law governs limited partnerships specifically within the DIFC jurisdiction
ADGM Limited Partnerships Regulations 2015: If established in ADGM free zone, these regulations govern limited partnerships within the ADGM jurisdiction
UAE Federal Law No. 4 of 2000: Securities and Commodities Authority Law governing investment activities and market operations
UAE Civil Code (Federal Law No. 5 of 1985): Contains general principles of contract law that apply to partnership agreements
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,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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