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Limited Partnership Agreement Private Equity for Singapore

Limited Partnership Agreement Private Equity Template for Singapore

A Limited Partnership Agreement for Private Equity in Singapore is a comprehensive legal document that establishes and governs a private equity fund structured as a limited partnership. It operates under Singapore law, particularly the Limited Partnerships Act 2008 and Securities and Futures Act, and sets out the relationship between the General Partner and Limited Partners, including capital commitments, investment strategy, management fees, profit distribution, and governance structure. The agreement must comply with MAS regulations and includes specific provisions for Singapore's regulatory environment.

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What is a Limited Partnership Agreement Private Equity?

The Limited Partnership Agreement Private Equity is the foundational document for establishing and operating a private equity fund in Singapore. It is used when investors wish to pool capital for private equity investments under Singapore's sophisticated financial regulatory framework. The agreement defines the rights and obligations of all parties, capital commitment structures, investment parameters, fee arrangements, and distribution waterfalls. It must comply with Singapore's Limited Partnerships Act 2008, Securities and Futures Act, and MAS guidelines, making it suitable for both domestic and international investors seeking to operate within Singapore's well-regulated financial environment.

What sections should be included in a Limited Partnership Agreement Private Equity?

1. Parties: Identification of General Partner and Limited Partners

2. Background: Purpose of partnership, fund strategy, and investment objectives

3. Definitions: Key terms used throughout the agreement

4. Partnership Structure: Legal structure, term, and domicile of partnership

5. Capital Contributions: Commitments, drawdowns, and capital account provisions

6. Management: Powers and duties of General Partner

7. Investment Strategy: Investment objectives, restrictions, and policies

8. Fees and Expenses: Management fees, carried interest, and expense allocation

9. Distributions: Distribution waterfall and procedures

What sections are optional to include in a Limited Partnership Agreement Private Equity?

1. Key Person Provisions: Used when specific individuals are crucial to fund management

2. Co-Investment Rights: When offering co-investment opportunities to LPs

3. Strategic Investor Rights: When certain LPs receive special rights or privileges

4. ESG Provisions: When fund has specific environmental, social, governance commitments

What schedules should be included in a Limited Partnership Agreement Private Equity?

1. Subscription Agreement: Terms of LP subscription to partnership

2. Investment Guidelines: Detailed investment criteria and restrictions

3. Fee Schedule: Detailed breakdown of all fees and carried interest calculations

4. Form of Capital Call Notice: Standard format for capital call notifications

5. FATCA/CRS Forms: Tax compliance documentation

6. KYC Requirements: Anti-money laundering documentation requirements

Authors

Alex Denne

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

Jurisdiction

Singapore

Publisher

Ƶ

Document Type

Equity Agreement

Cost

Free to use
Relevant legal definitions





























































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Industries

Limited Partnerships Act 2008: Primary legislation governing the formation, registration, and operation of limited partnerships in Singapore. Defines rights and obligations of general and limited partners, and sets out requirements for partnership registration.

Securities and Futures Act (SFA): Regulates investment products and financial services, including licensing requirements for fund management and disclosure/reporting obligations.

MAS Guidelines: Monetary Authority of Singapore guidelines covering licensing, registration, conduct of business for fund management companies, PE/VC guidelines, and AML/CFT requirements.

Income Tax Act: Governs tax treatment of partnership income, tax considerations for foreign investors, and tax incentives for fund management in Singapore.

Companies Act: Relevant for General Partner structure if established as a Singapore company, including corporate governance requirements.

Personal Data Protection Act 2012: Regulates the collection, use, disclosure, and care of personal data of investors and stakeholders in Singapore.

Contract Law (Common Law): General principles of contract formation and enforcement under Singapore common law, including remedies for breach of contract.

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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