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Addendum To Partnership Deed

Addendum To Partnership Deed Template for Nigeria

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Key Requirements PROMPT example:

Addendum To Partnership Deed

"I need an Addendum to Partnership Deed for our Lagos-based medical practice to add a new partner who will join from March 1, 2025, with a capital contribution of 5 million Naira and equal voting rights to existing partners."

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Document background
An Addendum To Partnership Deed is a crucial legal instrument used when partners need to modify their existing partnership arrangement in Nigeria without creating an entirely new partnership deed. This document is typically required when partners wish to implement changes such as admitting new partners, adjusting profit-sharing ratios, modifying capital contributions, or updating management structures. The addendum must comply with Nigerian partnership law, including the Partnership Act of 1890 and CAMA 2020, and requires proper execution, witnessing, and stamping to be legally effective. It serves as a formal amendment to the original partnership deed, ensuring that changes are properly documented while maintaining the partnership's legal continuity and compliance with Nigerian regulatory requirements.
Suggested Sections

1. Parties: Identification of all existing partners and any new partners being added through the addendum

2. Background: Reference to the original Partnership Deed, its date of execution, and the reason for this addendum

3. Definitions: Key terms used in the addendum, including references to defined terms in the original deed

4. Effective Date: The date from which the modifications will take effect

5. Amendments to Original Deed: Specific clauses being modified, clearly referencing the original clause numbers and new provisions

6. Confirmation of Other Terms: Confirmation that all other terms of the original deed remain unchanged and in full force

7. Governing Law: Confirmation that the addendum is governed by Nigerian law

8. Execution: Signature blocks for all partners, including witnesses as required under Nigerian law

Optional Sections

1. New Capital Contributions: Include when the addendum involves changes to partner capital contributions

2. Profit Sharing Modifications: Include when changing the profit-sharing ratio between partners

3. Management Rights: Include when modifying management responsibilities or voting rights

4. Addition of New Partner: Include specific provisions when adding a new partner

5. Retirement of Partner: Include when documenting the retirement of an existing partner

6. Business Scope Changes: Include when modifying the scope or nature of partnership business

7. Duration Extension: Include when extending or modifying the partnership term

Suggested Schedules

1. Schedule of Capital Contributions: Detailed breakdown of new or modified capital contributions by partners

2. Schedule of Profit Sharing: Updated profit and loss sharing ratios between partners

3. Schedule of Assets: List of any new assets being brought into the partnership or redistributed

4. Management Structure Chart: Updated organizational structure showing new management arrangements

5. Partner Details: Updated information about all partners including new additions or removals

6. Consent Letters: Formal letters of consent from all partners agreeing to the modifications

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 Industries

Professional Services

Legal Services

Accounting and Audit

Medical Practices

Architecture and Design

Engineering Consultancy

Real Estate

Retail and Trading

Agricultural Business

Technology Services

Manufacturing

Construction

Financial Services

Educational Services

Relevant Teams

Legal

Compliance

Finance

Corporate Secretariat

Operations

Risk Management

Corporate Governance

Business Development

Administration

Partner Relations

Relevant Roles

Managing Partner

Senior Partner

Junior Partner

Legal Counsel

Compliance Officer

Chief Financial Officer

Business Development Manager

Partnership Secretary

Operations Director

Risk Manager

Managing Director

Finance Director

Professional Practice Manager

Corporate Governance Officer

Industries
Partnership Act 1890: The foundational law governing partnerships in Nigeria, defining partnership relationships, rights, duties, and dissolution procedures
Companies and Allied Matters Act (CAMA) 2020: The primary legislation regulating business operations in Nigeria, including provisions affecting partnerships and business registration requirements
Nigerian Contract Law: Common law principles governing contract formation, modification, and enforcement, which apply to partnership deed amendments
Federal Inland Revenue Service (Establishment) Act 2007: Tax legislation relevant to partnership modifications, especially regarding changes in profit sharing or partner composition
Registration of Business Names Act: Regulations concerning business name registration and changes in partnership structure
Stamp Duties Act: Requirements for proper stamping and registration of partnership documents and amendments
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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