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Partnership Deed Form

Partnership Deed Form Template for Nigeria

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Key Requirements PROMPT example:

Partnership Deed Form

"I need a Partnership Deed Form for a three-partner technology consulting firm in Lagos, Nigeria, with unequal capital contributions (60%, 25%, 15%) and specific provisions for intellectual property rights, planning to commence operations on March 1, 2025."

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Document background
The Partnership Deed Form is a crucial legal document used in Nigeria when two or more parties wish to enter into a formal business partnership. This document is essential for establishing clear terms and conditions that will govern the partnership relationship, ensuring compliance with Nigerian legislation, particularly the Partnership Act 1890 and CAMA 2020. The deed includes vital information about capital contributions, profit sharing, management structure, partner obligations, and dissolution procedures. It serves as both a regulatory requirement and a practical tool for preventing future disputes by clearly defining each partner's rights and responsibilities. The document is particularly important in the Nigerian business context, where partnerships are a common form of business organization and require proper documentation for legal recognition and protection.
Suggested Sections

1. Parties: Identification and details of all partners entering into the partnership

2. Background: Context of the partnership formation and brief description of the business purpose

3. Definitions: Definitions of key terms used throughout the deed

4. Partnership Name and Business: Official name of the partnership and nature of business to be conducted

5. Commencement and Term: Start date and duration of the partnership

6. Capital Contributions: Details of initial and subsequent capital contributions by each partner

7. Profit and Loss Sharing: Agreement on how profits and losses will be distributed among partners

8. Management and Decision Making: Structure for partnership management and process for making business decisions

9. Partners' Duties and Obligations: Core responsibilities and obligations of all partners

10. Banking and Financial Records: Arrangements for banking, accounting, and financial management

11. Addition and Retirement of Partners: Procedures for admitting new partners and handling partner retirement

12. Death or Incapacity: Procedures in case of death or incapacity of a partner

13. Dissolution and Termination: Circumstances and procedures for partnership dissolution

14. Governing Law: Specification of Nigerian law as governing law

15. Dispute Resolution: Procedures for resolving disputes between partners

Optional Sections

1. Non-Competition: Restrictions on partners competing with the partnership business - include when partners agree to such restrictions

2. Intellectual Property Rights: Provisions regarding ownership and use of IP - include when the business involves significant IP assets

3. Good Will: Provisions for valuation and treatment of goodwill - include when business has significant goodwill value

4. Insurance: Requirements for business insurance - include when specific insurance coverage is mandatory

5. Foreign Investment: Provisions related to foreign partner involvement - include when there are international partners

6. Property Ownership: Specific provisions for partnership property - include when partnership owns significant assets

7. Environmental Compliance: Environmental obligations - include when business has environmental impacts

Suggested Schedules

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

2. Schedule 2: Profit Sharing Ratios: Detailed allocation of profit and loss sharing percentages

3. Schedule 3: Partner Information: Detailed information about each partner including contact details and representatives

4. Schedule 4: Business Assets: List and description of partnership's initial assets

5. Schedule 5: Management Structure: Detailed organizational structure and management responsibilities

6. Appendix A: Business Plan: Initial business plan and objectives

7. Appendix B: Financial Procedures: Detailed financial management and accounting procedures

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
Agreement
Applicable Law
Business
Business Day
Business Hours
Business Name
Business Plan
Capital Account
Capital Contribution
Commencement Date
Confidential Information
Current Account
Default Event
Defaulting Partner
Drawing Account
Effective Date
Financial Year
Fiscal Year
Good Will
Governing Law
Initial Capital
Intellectual Property Rights
Management Committee
Managing Partner
Net Profits
Non-Defaulting Partner
Operating Expenses
Partner
Partnership
Partnership Assets
Partnership Capital
Partnership Property
Profit and Loss Account
Profits
Quarter
Registered Office
Reserved Matters
Retiring Partner
Senior Partner
Territory
Working Capital
Clauses
Formation and Name
Duration
Business Scope
Capital Contribution
Profit and Loss Sharing
Management Rights
Partner Duties
Decision Making
Banking Arrangements
Financial Records
Accounting
Partner Meetings
Admission of Partners
Retirement of Partners
Death and Incapacity
Transfer of Interest
Non-Competition
Confidentiality
Intellectual Property
Partnership Property
Dissolution
Termination
Force Majeure
Dispute Resolution
Governing Law
Notices
Amendment
Severability
Entire Agreement
Insurance
Indemnification
Good Faith
Assignment
Compliance
Representations and Warranties
Relevant Industries

Professional Services

Retail

Manufacturing

Agriculture

Technology

Construction

Real Estate

Healthcare

Education

Financial Services

Consulting

Hospitality

Mining

Oil and Gas

Transportation and Logistics

Entertainment

Relevant Teams

Legal

Corporate Secretariat

Compliance

Finance

Risk Management

Business Development

Operations

Corporate Affairs

Strategy

Investment

Relevant Roles

Business Owner

Managing Partner

Legal Counsel

Company Secretary

Business Development Manager

Chief Executive Officer

Chief Financial Officer

Corporate Lawyer

Partnership Manager

Risk Manager

Compliance Officer

Business Consultant

Investment Manager

Operations Director

General Manager

Industries
Partnership Act 1890: The foundational law governing partnerships in Nigeria, defining partnership formation, rights and duties of partners, dissolution procedures, and partnership property management
Companies and Allied Matters Act (CAMA) 2020: Modern legislation governing business entities in Nigeria, including provisions for registration of business names and partnerships, and compliance requirements
Investment and Securities Act 2007: Regulates investment and securities matters, relevant for partnerships engaging in investment activities or raising capital
Companies Income Tax Act: Governs taxation of business income, including partnership profits and partner distributions
Value Added Tax Act: Regulates VAT obligations for partnerships conducting business activities
Business Names Act: Governs the registration and use of business names by partnerships
Stamp Duties Act: Requires partnership deeds to be properly stamped and registered, specifying the fees and procedures for documentation
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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