Limited Partnership Contract Generator for Singapore

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Key Requirements PROMPT example:

Limited Partnership Contract

"Need a Limited Partnership Contract for a real estate investment venture in Singapore, with two general partners and five limited partners, including specific provisions for quarterly profit distributions and a management fee structure of 2% of committed capital."

Document background
The Limited Partnership Contract is essential for businesses seeking to establish a flexible investment structure in Singapore. This agreement, regulated under the Limited Partnerships Act 2008, creates a partnership where general partners manage operations with unlimited liability while limited partners act as passive investors with liability capped at their investment. The document typically includes detailed provisions for capital contributions, profit sharing, management rights, and partner obligations. It's particularly suitable for investment funds, real estate ventures, and professional services firms requiring a balance between active management and passive investment.
Suggested Sections

1. Parties: Identifies and defines the General Partner(s) and Limited Partner(s)

2. Background: Sets out the context and purpose of forming the limited partnership

3. Definitions: Defines key terms used throughout the agreement

4. Partnership Formation: Details of partnership establishment, name, and business purpose

5. Capital Contributions: Specifies initial and subsequent capital contributions by partners

6. Profit and Loss Distribution: Details how profits and losses will be allocated among partners

7. Management and Control: Outlines management structure and decision-making processes

8. Partner Rights and Obligations: Defines specific rights and duties of general and limited partners

9. Term and Termination: Duration of partnership and conditions for termination

Optional Sections

1. Transfer of Partnership Interests: Rules for transferring partnership interests, used when transfers are anticipated

2. Additional Partners: Procedures for admitting new partners, included if partnership growth is expected

3. Intellectual Property Rights: IP ownership and usage rights, included if IP is relevant to the business

4. Non-Competition: Partner restrictions on competing activities, used in competitive industries

Suggested Schedules

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

2. Schedule 2: Profit Sharing Ratios: Specific percentages for profit and loss allocation

3. Schedule 3: Partnership Property: List of partnership assets and their ownership details

4. Appendix A: Business Plan: Optional detailed business plan and objectives

5. Appendix B: Partner Details: Complete partner information and contact details

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

Relevant legal definitions
Clauses
Industries

Limited Partnerships Act 2008: Primary legislation governing limited partnerships in Singapore, covering registration requirements, rights and obligations of partners, partnership dissolution procedures, and filing requirements

Partnership Act 1890: Foundational legislation establishing general partnership principles, including partner relationships and duties that may apply to limited partnerships

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

Companies Act (Chapter 50): Key legislation containing relevant provisions affecting business structures and corporate entities in Singapore

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

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

MAS Guidelines: Regulatory guidelines from the Monetary Authority of Singapore applicable when the partnership involves regulated financial activities

Singapore Tax Guidelines: Guidelines covering GST registration requirements and tax filing obligations for limited partnerships

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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