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Partnership Dissolution Agreement for Singapore

Partnership Dissolution Agreement Template for Singapore

A Partnership Dissolution Agreement under Singapore law is a formal legal document that outlines the terms and conditions for terminating a business partnership. It addresses the distribution of assets, settlement of liabilities, and future obligations of partners, complying with the Partnership Act 1890 and related Singapore legislation. The agreement ensures an orderly wind-down of partnership affairs while protecting all parties' interests and meeting regulatory requirements.

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What is a Partnership Dissolution Agreement?

The Partnership Dissolution Agreement is essential when business partners decide to end their professional relationship in Singapore. This document becomes necessary when partners agree to terminate their business relationship, whether due to retirement, strategic changes, or other circumstances. It comprehensively covers asset distribution, liability settlement, client transition, and regulatory compliance under Singapore law. The agreement ensures compliance with the Partnership Act 1890 and other relevant legislation while providing a clear framework for winding up the partnership's affairs.

What sections should be included in a Partnership Dissolution Agreement?

1. Parties: Identification of all partners involved in the dissolution

2. Background: History of partnership and reasons for dissolution

3. Definitions: Key terms used throughout the agreement

4. Effective Date of Dissolution: Specific date when partnership will be dissolved

5. Asset Distribution: Division of partnership assets among partners

6. Liability Settlement: Agreement on handling existing debts and liabilities

7. Final Accounts: Preparation and approval of final partnership accounts

8. Release and Discharge: Mutual release of claims between partners

What sections are optional to include in a Partnership Dissolution Agreement?

1. Non-Compete Provisions: Restrictions on future business activities - include when partners want to prevent competition post-dissolution

2. Employee Arrangements: Treatment of existing employees - include when partnership has employees

3. Intellectual Property Rights: Division of IP assets - include when partnership owns intellectual property

4. Client Transition: Process for handling existing clients - include for service-based partnerships

What schedules should be included in a Partnership Dissolution Agreement?

1. Schedule of Assets: Detailed list of partnership assets and their agreed values

2. Schedule of Liabilities: List of outstanding debts and obligations

3. Client List: Current clients and their allocation between partners

4. Final Balance Sheet: Financial position at dissolution

5. Property Transfer Documents: Forms and documents for transferring property ownership

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

Agreement Contract

Cost

Free to use
Relevant legal definitions
































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Industries

Partnership Act 1890 (Chapter 391): Primary legislation governing partnership dissolution in Singapore. Defines partners' rights, obligations, and winding up procedures. Critical for structuring the basic framework of the dissolution agreement.

Business Names Registration Act 2014: Regulates the requirements for business name de-registration and mandatory notifications to ACRA (Accounting and Corporate Regulatory Authority) during partnership dissolution.

Companies Act (Chapter 50): Applicable specifically for Limited Liability Partnerships (LLP). Contains provisions for winding up and dissolution of LLPs in Singapore.

Income Tax Act (Chapter 134): Covers tax implications of partnership dissolution, including requirements for final tax returns, clearances, and the treatment of asset distribution and tax liabilities.

Goods and Services Tax Act: Addresses GST deregistration requirements and final GST returns that must be handled during partnership dissolution.

Contract Law: General principles of Singapore contract law applicable to dissolution agreements, including requirements for mutual agreement and consideration.

Employment Act: Governs the treatment of employees during partnership dissolution, including requirements for employment contract transfers or terminations.

Property Law: Regulates the distribution and transfer of partnership property, assets, and liabilities during dissolution.

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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