Business Docx: Partnership Formation
CERTIFICATE OF LIMITED PARTNERSHIPThis is considered the formation document for a partnership and is filed with the applicable state agency.
LIMITED PARTNERSHIP AGREEMENTThis Agreement details the relationship between the business partners and their individual obligations and contributions to the partnership. This Agreement also defines the purpose and term of the partnership.
ORGANIZATIONAL MEETINGThough not always legally required, it is a good planning idea to address organizational issues immediately after a partnership has been formed. Maintaining regular governance documents is a good practice and should start with this organizational meeting.
AMENDMENT TO LIMITED PARTNERSHIP AGREEMENTThe Partnership Agreement itself should be amended from time to time to ensure that the intent of the parties is consistently reflected in the partnership’s governing documents. Use this document to make minor amendments to the Partnership Agreement, but if major changes are necessary, it is best to do a complete restatement.
PARTNER CONTRIBUTIONS EXHIBITThis Exhibit to the Operating Agreement documents the names of the initial partners and their respective ownership interests in the partnership and should be kept up to date for voting and distribution purposes.
PARTNER CONTRIBUTIONS – SCHEDULESThis Schedule to the Partnership Agreement documents the contributions of each partner.
SUBSCRIPTION AGREEMENTThis Agreement confirms a Limited Partner’s subscription to a Partnership Interest in the company.
CERTIFICATE OF PARTNERSHIP INTEREST (FOR GENERAL AND LIMITED PARTNERS)Like a corporate stock certificate, this certificate documents the ownership of a partnership interest. Some attorneys prefer to document all partnership interests and transfers on a ledger, while others prefer to provide Membership Certificates.
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