General Partnership Agreement Template for Belgium

The General Partnership Agreement is a crucial legal document used in Belgium when two or more parties wish to establish a business partnership with shared management rights and unlimited liability. This document, governed by the Belgian Code of Companies and Associations, is particularly suitable for small to medium-sized businesses, professional services firms, and family businesses seeking a flexible structure with direct partner involvement. It details essential elements such as capital contributions, profit-sharing mechanisms, management responsibilities, and decision-making procedures. The agreement must comply with Belgian partnership law requirements while addressing practical operational needs and potential future scenarios such as partner changes or business dissolution. It's commonly used when partners want to maintain direct control over their business while sharing resources and expertise.

1. Parties: Identification and details of all partners entering into the partnership

2. Background: Context of the partnership formation and partners' intention to establish a general partnership

3. Definitions: Definitions of key terms used throughout the agreement

4. Formation and Name: Official establishment of the partnership, its trade name, and registered office

5. Purpose and Business Activities: Detailed description of the partnership's business objectives and permitted activities

6. Duration: Term of the partnership (indefinite or fixed period)

7. Capital Contributions: Details of initial and any agreed future capital contributions by partners

8. Partnership Interests: Partners' ownership percentages and rights

9. Management and Administration: Management structure, decision-making processes, and partner authorities

10. Partners' Rights and Obligations: Detailed responsibilities and rights of partners

11. Profit and Loss Distribution: Method of allocating profits and losses among partners

12. Banking and Financial Matters: Financial management procedures and banking arrangements

13. Books and Records: Requirements for maintaining partnership records and accounts

14. Partner Meetings: Procedures for partner meetings and voting

15. Transfer of Partnership Interests: Rules regarding transfer of partnership interests to third parties

16. Admission of New Partners: Process for admitting new partners to the partnership

17. Withdrawal and Retirement: Procedures for partner withdrawal or retirement

18. Death or Incapacity: Consequences and procedures in case of partner death or incapacity

19. Dissolution and Liquidation: Circumstances and procedures for partnership dissolution

20. Governing Law: Confirmation of Belgian law application and jurisdiction

21. Dispute Resolution: Procedures for resolving disputes between partners

22. Notices: Method and requirements for formal communications between partners

23. General Provisions: Miscellaneous legal provisions including severability and entire agreement