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Legally, a partnership can come in to existence without the need for anything to be in writing. From a business perspective this is plainly not the most prudent way forward.
Most partnerships enter in to a partnership agreement which is signed as deed by all the partners. The contents of the partnership agreement obviously depends on the specific circumstances, but commonly it will state:-
1. Who the partners are
2. The name of the partnership, it's trading address and the nature of it's business
3. The capital (ie. money) of the partnership and who has contributed capital to that amount
4. The partnership's bank account details
5. Who can draw cheques on behalf of the partnership, and when more than one signature is required
6. The amount each partner can withdraw from the partnership each month and how any left over profits are to paid out.
7. How are capital withdrawals would affect the partners' shares in the partnership
8. How any losses are to be dealt with
9. How any new partners are to be introduced.
10. Each partners' role in the partnership, what they can do and whether the consent of other partners are required
11. Dismissal of partners
12. What happens when a partner leaves (eg. to the assets, profits and goodwill)
13. What happens when the partnership is dissolved (eg. to the assets, profits and goodwill)
As you can see there is a lot to consider and it is certainly something upon which you should both consider getting detailed legal advice on. You should speak your prospective partner the above points and see if you can come to an informal agreement as to the terms. Once you have done this you can take the head of terms to a local solicitor and ask that they draft a partnership agreement to reflect the terms agreed. Insist that they do the work on a fixed fee basis.
They will produce a draft form of the agreement and you can check to see that you are happy with it, or alternatively suggest amendments or ask for further clarification. Once a final form is agreed both you and your partner can formally execute the agreement and the partnership will be formed.
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Thank you Tom,
Do you advise that we also register a Partnership Limited Company to limit personal liability or will the legal agreement we draw up and sign suffice?
You can have three types of "partnerships":-
1. A normal partnership - as described in my original answer. The major disadvantage is that this has unlimited liability. The partners could become bankrupt or lose their possessions because the partners are unable to pay the debts of the firm. You would not be able to limit your personal liability in this arrangement.
2.Limited Liability Partnership- This is like a mixture of a limited company and a partnership. Effectively it offers the similar protection from liability as a limited company, but is much more regulated than 1. above
3. Limited Partnership - this requires at least one partner who has unlimited liability. Other partners may have there liability limited.
The question of which arrangement is best for your firm depends on your financing and, largely, the level of debt you anticipate the partnership incurring. Again, you should discuss your business plan in detail with the local solicitor, he can then advise you on the specific merits of each arrangement with reference to your financing and business plan.
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