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Form a new Limited Partnership in Ontario: Option to Purchase

Consider including a provision that gives continuing partners a right (but not an obligation) to purchase an outgoing partner’s interest. For example, mandatory retirement at a specified age with a right allowing the remaining partners to purchase the retiring partner’s interest. Advantages of Limited Partnerships in Ontario Highly prestigious Canadian Company No restrictions on the […]

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Form a new Limited Partnership in Ontario Obligation to Purchase

Consider including a provision that requires continuing partners to purchase an outgoing partner’s interest on retirement, expulsion or death. Advantages of Limited Partnerships in Ontario Highly prestigious Canadian Company No restrictions on the residency of partners Availability of one-man limited partnership, when one person is a sole general and limited partner There is no minimum […]

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Form a new Limited Partnership in Ontario Admission of New Partner

Unless otherwise agreed, no person may be introduced as a partner without the consent of all existing partners (see s. 24(7) of the Act). Consider providing for a simple majority vote or 50 per cent or more of the partnership interests. A new partner should be specifically required to become bound under the existing partnership […]

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Form a new Limited Partnership in Ontario: Grounds for Dissolution

Unless otherwise agreed, every partnership is dissolved by the death or insolvency of a partner (see s. 33(1) of the Act). Unless otherwise agreed, a partnership is also dissolved if entered into for an undefined time if a partner gives notice to the other partners of the intention to dissolve the partnership (see s. 32 […]

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Form a new Limited Partnership in Ontario: Expulsion of Partner; Voluntary Withdrawal

Unless otherwise agreed, no majority of the partners can expel any partner (see s. 25 of the Act) unless conferred by express agreement of the partners. Consider also the implications under the agreement should a partner elect to voluntarily withdraw from the firm. Also consider adding to the agreement rules (or policies) for the expulsion […]

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Form a new Limited Partnership in Ontario Sale of Partnership Interest

A Limited Partnership is formed in Ontario according to the statutes of the Ontario Limited Partnership Act. A limited partnership is a partnership governed by statute and any governing documents agreed to between the parties (e.g. limited partnership agreement). Sale of Partnership Interest It is typically best to prohibit the sale or transfer in any […]

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Form a new Limited Partnership in Ontario: Restrictive Covenants; Intellectual Property Ownership

A Limited Partnership is formed in Ontario according to the statutes of the Ontario Limited Partnership Act. A limited partnership is a partnership governed by statute and any governing documents agreed to between the parties (e.g. limited partnership agreement). Restrictive Covenants; Intellectual Property Ownership Unless the other partners consent, a partner has a statutory obligation […]

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Form a new Limited Partnership in Ontario Retirement, Bankruptcy or Death of Partner

A Limited Partnership is formed in Ontario according to the statutes of the Ontario Limited Partnership Act. A limited partnership is a partnership governed by statute and any governing documents agreed to between the parties (e.g. limited partnership agreement). Retirement, Bankruptcy or Death of Partner Unless otherwise agreed, death or insolvency of a partner results […]

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Form a new Limited Partnership in Ontario Drawing Arrangements

A Limited Partnership is formed in Ontario according to the statutes of the Ontario Limited Partnership Act. A limited partnership is a partnership governed by statute and any governing documents agreed to between the parties (e.g. limited partnership agreement). Drawing Arrangements Determine how often, how much and who may draw against partnership profits. Consider limiting […]

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Form a new Limited Partnership in Ontario Partnership Contracts

Form a new Limited Partnership in Ontario Management A Limited Partnership is formed in Ontario according to the statutes of the Ontario Limited Partnership Act. A limited partnership is a partnership governed by statute and any governing documents agreed to between the parties (e.g. limited partnership agreement). Partnership Contracts Determine who signs what contracts and […]

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