Partnership Property Partnership property should be registered in the firm’s name or in the name of one or more of the partners. If the latter is done, clearly define the property in the agreement. See ss. 21-22 of the Act. Advantages of Limited Partnerships in Ontario Highly prestigious Canadian Company No restrictions on the residency […]

Valuation of Partnership Interest Determine how the amount to be paid to a withdrawing/retiring, expelled or deceased partner for the partner’s interest in the partnership is to be calculated. Determine whether goodwill will be included in the valuation. If so, the valuation could be based on a reasonable multiple of profits over the past several […]

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 […]

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 […]

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 […]

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 […]

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 […]

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 […]

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 […]

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 […]