Partnership Agreement Sample:
Party A: ____ID Number: ______________
Party B: ____ID Number: ______________
Party C: ____ ID number: ______________
Parties A, B and C, in the spirit of mutual benefit, unity and cooperation, and through friendly consultations, agreed to operate together_ The following partnership agreement has been reached regarding _______________________:
Article 1 Partnership Purpose
Use the partners’ accumulated business management experience and personal connections to operate together, so that the partners can pass Legal means to create the fruits of labor and share economic benefits
Article 2 Name of partnership organization and partnership business projects
The name of the partnership organization is: _______________
Partnership business The project is: _______________
Article 3 Partnership Period
Expires from ____________________________.
Article 4: Distribution of Partnership Property Shares
Each partner’s share of partnership property is: __________________________________________________.
Article 5: Wages, Surplus Distribution and Debts Responsible
1. Bonus distribution: During the operation of the partnership organization, the salary of each partner is ____________________________. As the partnership operation deepens and profits are considerable, bonuses will be issued at the end of the year. The amount of the bonus will be based on the current income and personal contribution. Determined by the partners’ meeting.
2. Surplus distribution: The income after excluding operating costs, daily expenses, wages, bonuses, taxes and fees to be paid, etc. is the net profit, that is, the partnership’s surplus income. This is the focus of partnership distribution, and will be divided among each party. The share of the partnership property owned by the partners shall be the basis and shall be distributed in proportion.
3. Debt liability: If a debt is incurred during the partnership operation, the partnership debt shall be repaid first by the partnership property. If the partnership property is insufficient to repay, the liability shall be based on the share of the partnership organization property held by each partner. Bear proportionately.
Article 6: Removal from the partnership and transfer of capital contribution
(1) Removal from the partnership. If a partner has any of the following circumstances, he may be removed by resolution with the unanimous consent of other partners:
(1) Personal inability to pay debts;
(2) Failure to perform Obligation to contribute capital;
(3) Cause economic losses to the partnership due to intention or gross negligence;
(4) Improper behavior when executing the affairs of the partnership;
< p>(5) The partner has violated the provisions of Article 9 of this Agreement.The decision to remove a partner must be notified in writing to the person being removed. The removal will take effect from the date when the person to be removed from the company receives the notice of removal, and the person to be removed from the partnership will withdraw from the partnership. After a partner withdraws from the partnership, he is deemed to have given up his share of the property in the partnership and will no longer participate in the profit distribution of the partnership for the current year. The other partners will automatically own the share of the property, but will not exempt it from being transferred to other partners. the losses caused.
(2) Transfer of property shares of a partnership organization
During the partnership period, a partner may not transfer all or part of his property shares in the partnership organization at will without the written consent of all partners. . If the partner transfers to a third party other than the partner with the written consent of the other partners, the third party shall be treated as a new member. If a third party other than a partner receives a share of the partnership's property, he or she will become a partner of the partnership upon modification of the partnership agreement.
Article 7 Partner Meeting, Partnership Leader and Partnership Affairs Execution
(1) Partner Meeting System
1. Convening: Partner meeting shall be held by The executor of partnership affairs ____ convenes and presides over it. The person in charge of the partnership may decide to convene a partner meeting as needed;
2. Time: Generally once a month. The specific holding time shall be determined by the person in charge of the partnership according to the circumstances. Determined by circumstances;
3. Voting rights: Each partner has the right to vote in the partners’ meeting. Unless otherwise agreed in this agreement, decisions on major matters shall be made by two-thirds of the partnership’s property shares. The above-mentioned partners’ consent can be adopted. General matters can be decided only by the consent of the partners who account for more than half of the partnership’s property share;
4. Major matters: must be approved by the partners at the partners’ meeting. Major matters that can only be passed with the consent of more than two-thirds of the partners with a share of the partnership's property include:
(1) Nomination of partnership executor;
(2) Increase of , Reduce business types, adjust and convert business projects, and expand business;
(3) Make appropriate adjustments to each partner’s share of the partnership’s property and profit distribution ratio;
(4 ) Determine the internal structure and financial income and expenditure plan of the partnership organization
(5) Determine the operating price and salary, bonus, and welfare system of the partnership organization
(6) Others
5. Other working meetings:
(1) The partnership executor presides over a monthly working meeting attended by each partner and the head of the partnership organization;
(2) The partnership executor presides over a monthly working meeting with the participation of each partner and all staff of the partnership organization;
(3) The business manager presides over a monthly working meeting with the participation of subordinate staff .
(2) Upon the decision of all partners, _____ is entrusted as the executor of partnership affairs. Its authority is:
1. Convening and presiding over partners’ meetings, and conducting major matters concerning the partnership organization. Have the final decision-making power on matters (such as business expansion, adjustment, conversion of business projects, etc.)
2. Carry out business externally and enter into contracts;
3. Execute partnership affairs for other partners Inspect and supervise the situation, and appoint, remove and adjust their duties and responsibilities according to the decisions of the partners' meeting;
4. Appoint and remove the business managers of the partnership organization based on the nomination of the partnership executor, and determine the rights they should enjoy Remuneration;
5. Based on the profitability of the partnership organization and the personal performance of the partnership executor, the partnership executor has the right to make appropriate adjustments to the partnership property share and profit distribution held by the partnership executor.
(3) Upon the decision of all partners, ______ is entrusted to be the person in charge of internal administrative affairs of the partnership and is responsible for the internal operation and management of the partnership organization. Its authority is:
1. Organize and implement partner meetings;
2. Conduct comprehensive daily management of the partnership’s operations;
3. Formulate the partnership’s policies Internal management system;
4. Formulate the internal structure plan and reward and punishment incentive system of the partnership organization;
5. Propose the appointment or dismissal of the business manager of the partnership organization;
< p>6. Review cash receipts and payment vouchers and daily financial expenditures;7. Other powers granted by the partners' meeting.
(4) Upon the decision of all partners, ______ is entrusted to serve as the financial and logistics person in charge of the partnership organization, and to assist other partners in participating in the daily operation and management of the partnership organization.
1. Responsible for the executor of partnership affairs, and preside over the daily financial, logistical and other work of the partnership;
2. Formulate the financial system of the partnership and prepare the financial income and expenditure of the partnership Plan, inspect and supervise the implementation of the financial system, and promptly report the implementation of the financial plan to other partners;
3. Supervise the relevant departments of the partnership organization to reduce consumption, save costs, use funds rationally, and review the annual performance of the partnership organization Forecast operating costs and profits, and form a forecast report for reference in partner meeting decisions;
4. Formulate a financial institution setup plan and the job responsibilities of financial cashiers;
5 , Responsible for personnel file management. Organize, collect and file relevant information (such as personnel information, documents, vouchers, account books, statements), and apply for destruction or archiving in accordance with the prescribed procedures;
6. Formulate the operating price of the partnership organization and Wages, bonuses, welfare systems, and management of business invoices;
7. Manage the cash flow of the partnership organization and deposits and withdrawals with banks, and check them in a timely manner to ensure that the accounts are clear and consistent;
< p>8. Other powers granted by the partners’ meeting.Article 8 Rights and Obligations of Partners
(1) Rights of partners:
1. Participate in partners’ meetings and review partnership affairs Supervise the execution;
2. Partners have the right to distribute partnership interests;
3. Partners shall distribute partnership interests in proportion to their share of the property of the partnership organization or in accordance with the provisions of this agreement If the agreement is carried out, the property accumulated by the partnership belongs to the partners;
4. With the written consent of all partners, the partners have the right to withdraw from the partnership.
(2) Obligations of partners:
1. Maintain the unity of the partnership organization’s property in accordance with the partnership agreement;
2. Share partnership operating losses Debts;
3. Bear joint liability for partnership debts.
Article 9 Prohibited Behaviors
(1) Without the authorization of this partnership agreement or the partners’ meeting, any partner is prohibited from conducting business activities in the name of the partnership organization privately, or obtaining business privately. The benefits belong to all partners, and the losses caused shall be fully compensated by the partners;
(2) Partners are prohibited from participating in business that is similar to or competitive with this partnership project. If they operate in violation of the regulations, they will be punished. The partnership shall pay liquidated damages equal to 12 times the highest monthly profit (or average profit) of the operating profits in the previous two years;
(3) Unless otherwise agreed in the partnership agreement or with the consent of all partners, Partners are not allowed to conduct transactions with the partnership. If there is a violation, the benefits gained from the transaction belong to the partnership, and the losses caused to the partnership should be doubled;
(4) Partners are not allowed to engage in activities that damage the partnership. Activities of Partnership Interests.
Article 10 Liability for Breach of Contract
(1) If a partner transfers his property share without the unanimous written consent of other partners, if the other partners are unwilling to accept the transferee as the new partner, A partner may be deemed to have withdrawn from the partnership, and the transferred partner shall compensate all the losses caused by the other partners;
(2) A partner privately pledges his share of property in the partnership enterprise , whose behavior is invalid and causes losses to other partners, the partner shall bear full liability for compensation;
(3) If a partner seriously violates this agreement or causes the partnership to be dissolved due to gross negligence, he shall Be responsible for compensation to other partners;
Article 11 Dispute Resolution
For all disputes arising out of or related to this agreement, the partners shall first** *Submit to the Changsha Arbitration Commission for arbitration if the negotiation fails.
Article 12 Others
(1) Upon consensus, the partners may amend this agreement or make supplementary agreements on matters not covered; the supplements or modifications conflict with this agreement , the supplemented and revised content shall prevail;
(2) This agreement has four pages in one copy, with each partner holding one copy;
(3) This agreement has been It will take effect after being signed and stamped by all partners.
Signature Office of All Partners:
Party A:___________
Party B:___________
Party C:___________
Signing time: ____year___month___day
Signing location: __________________