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Amendment To Limited Partnership Agreement

Amendment To Limited Partnership Agreement Template for India

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Key Requirements PROMPT example:

Amendment To Limited Partnership Agreement

"I need an Amendment to Limited Partnership Agreement to add a new limited partner who will contribute INR 50 crore capital, effective March 1, 2025, to our real estate development partnership in Mumbai."

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Document background
An Amendment To Limited Partnership Agreement is a crucial document used when partners need to modify their existing partnership arrangement while maintaining the basic partnership structure. This document is particularly relevant in the Indian business context, where it must comply with the Limited Liability Partnership Act, 2008, and related regulations. It's typically used when partners need to adjust capital contributions, alter profit-sharing ratios, change management structures, admit new partners, or modify other significant terms of their original agreement. The amendment must be properly executed by all partners and may require registration with relevant authorities in India, particularly if it involves substantial changes to the partnership structure or capital arrangements. This document serves as a formal record of the changes and helps prevent future disputes by clearly documenting the agreed modifications.
Suggested Sections

1. Parties: Identifies all current partners (both general and limited) who are party to the amendment

2. Background: References the original Limited Partnership Agreement, its date, and brief context for the amendments

3. Definitions: Defines key terms used in the amendment, including references to defined terms in the original agreement

4. Effective Date: Specifies when the amendments will take effect

5. Amendments: Details each specific modification to the original agreement, with reference to original clause numbers

6. Confirmation: Confirms that all other provisions of the original agreement remain unchanged

7. Authority: Confirms the authority of the parties to execute the amendment

8. Governing Law: Reaffirms the governing law (Indian law) and jurisdiction

9. Counterparts: Provides for execution in multiple counterparts

10. Execution: Signature blocks for all parties

Optional Sections

1. Capital Contribution Changes: Include when amendments involve changes to partner capital contributions or commitment amounts

2. Management Structure Modifications: Include when amendments affect partnership management or decision-making processes

3. Profit Sharing Adjustments: Include when amendments modify the profit sharing ratio or distribution mechanism

4. Transfer Provisions: Include when amendments relate to transfer of partnership interests

5. Term Extension: Include when amendments modify the partnership term

6. Compliance Certificates: Include when amendments require regulatory compliance confirmations

7. Partner Admission/Withdrawal: Include when amendments involve addition or withdrawal of partners

Suggested Schedules

1. Schedule of Amendments: Detailed list of all amendments with original and revised clause language

2. Updated Partner Information: Current details of all partners including contact information and ownership percentages

3. Revised Capital Contributions: Updated schedule of partner capital contributions if modified

4. Regulatory Approvals: Copies of any required regulatory approvals for the amendments

5. Partnership Resolution: Copy of partnership resolution approving the amendments

6. Consent Letters: Written consents from partners or other relevant parties if required

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
Amendment
Original Agreement
Effective Date
Parties
Partnership
General Partner
Limited Partners
Modified Terms
Capital Contribution
Partnership Interest
Profit Sharing Ratio
Management Rights
Transfer
Regulatory Approvals
Governing Law
Business Day
Applicable Law
Confidential Information
Partnership Assets
Partner Resolution
Amended Provisions
Original Provisions
Registrar
Representatives
Encumbrance
Financial Year
Partnership Deed
Beneficial Owner
Compliance Requirements
Partner Capital Account
Relevant Industries

Private Equity

Venture Capital

Real Estate

Infrastructure Development

Investment Management

Professional Services

Manufacturing

Technology

Healthcare

Retail

Financial Services

Agriculture

Construction

Energy

Relevant Teams

Legal

Finance

Compliance

Corporate Secretarial

Tax

Investment

Risk Management

Operations

Business Development

Corporate Governance

Relevant Roles

Managing Partner

General Partner

Limited Partner

Chief Legal Officer

Legal Counsel

Partnership Manager

Chief Financial Officer

Financial Controller

Company Secretary

Compliance Officer

Tax Manager

Investment Manager

Fund Manager

Business Development Manager

Risk Manager

Managing Director

Director of Operations

Industries
Limited Liability Partnership Act, 2008: Primary legislation governing the formation, operation, and amendment of limited partnerships in India, including statutory requirements for partnership modifications
Indian Contract Act, 1872: Governs the fundamental principles of contract formation, validity, and amendments, ensuring legal enforceability of the partnership amendment
Registration Act, 1908: Provides requirements for registration of partnership documents and amendments, particularly when involving immovable property
Income Tax Act, 1961: Governs tax implications and compliance requirements resulting from partnership amendments, including changes in profit sharing or partner composition
Foreign Exchange Management Act (FEMA), 1999: Relevant if the amendment involves foreign partners or cross-border transactions, ensuring compliance with foreign investment regulations
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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