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Ending Partnership Agreement Template for Hong Kong

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Key Requirements PROMPT example:

Ending Partnership Agreement

"I need an Ending Partnership Agreement for dissolving a two-partner accounting firm in Hong Kong, with an equal 50-50 split of all assets and clients, to be effective from March 1, 2025."

Document background
The Ending Partnership Agreement is a crucial legal document used when partners decide to formally terminate their business relationship under Hong Kong law. This document becomes necessary when partners choose to dissolve their partnership due to various circumstances such as retirement, mutual agreement, achievement of business objectives, or irreconcilable differences. The agreement comprehensively addresses all aspects of the partnership dissolution, including asset distribution, liability settlement, client transitions, and ongoing obligations, while ensuring compliance with the Hong Kong Partnership Ordinance (Cap. 38) and other relevant regulations. It serves as a definitive record of the dissolution terms and helps prevent future disputes by clearly documenting each partner's rights and responsibilities during and after the dissolution process.
Suggested Sections

1. Parties: Identification of all partners involved in the dissolution, including their full legal names and addresses

2. Background: Brief history of the partnership, reference to original partnership agreement, and reason for dissolution

3. Definitions: Key terms used throughout the agreement

4. Dissolution Date: Specific date when the partnership will be dissolved and cease operations

5. Final Accounting: Agreement on the final accounting of partnership assets, liabilities, and profit/loss distribution

6. Asset Distribution: Detailed provisions for the division and transfer of partnership assets

7. Liability Settlement: Arrangements for settling outstanding debts and liabilities

8. Client and Contract Transfer: Provisions for handling existing clients and ongoing contracts

9. Mutual Release: Partners' mutual release from future claims related to the partnership

10. Confidentiality: Ongoing obligations regarding confidential information

11. Post-Dissolution Obligations: Partners' continuing duties after dissolution

12. Governing Law: Confirmation of Hong Kong law as governing law and jurisdiction

13. Execution: Signature blocks and execution requirements

Optional Sections

1. Intellectual Property Rights: Used when the partnership owns or uses significant IP assets that need to be distributed or licensed

2. Employee Arrangements: Required when the partnership has employees who need to be terminated or transferred

3. Non-Compete Provisions: Include when partners agree to restrictions on future business activities

4. Insurance Matters: Needed when dealing with ongoing insurance policies or claims

5. Tax Arrangements: Include when specific tax planning or allocation is required

6. Property Lease Arrangements: Used when the partnership holds commercial leases that need to be assigned or terminated

7. Dispute Resolution: Include detailed arbitration or mediation procedures if partners want alternative dispute resolution mechanisms

Suggested Schedules

1. Schedule 1 - Asset Register: Comprehensive list of all partnership assets and their agreed distribution

2. Schedule 2 - Liability Register: List of all partnership liabilities and responsibility for settlement

3. Schedule 3 - Client List: Details of all clients and their allocation between partners

4. Schedule 4 - Outstanding Projects: List of ongoing projects and their handling post-dissolution

5. Schedule 5 - Financial Statement: Final balance sheet and profit/loss statement

6. Schedule 6 - Settlement Payments: Details of any settlement payments between partners

7. Appendix A - Handover Protocol: Detailed procedures for transferring assets, clients, and responsibilities

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓƵ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

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Relevant Industries

Professional Services

Legal Services

Accounting & Audit

Medical Practices

Architecture & Design

Management Consulting

Real Estate

Financial Services

Engineering

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Retail

Food & Beverage

Construction

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Relevant Teams

Legal

Finance

Compliance

Operations

Administration

Risk Management

Corporate Secretarial

Business Development

Asset Management

Human Resources

Relevant Roles

Managing Partner

Senior Partner

Partner

Chief Executive Officer

Chief Financial Officer

Legal Counsel

Company Secretary

Business Development Manager

Operations Director

Finance Manager

Compliance Officer

Risk Manager

Partnership Administrator

Account Manager

Business Owner

Industries







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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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