Private Equity Partnership Agreement Template for Belgium

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Key Requirements PROMPT example:

Private Equity Partnership Agreement

"I need a Private Equity Partnership Agreement under Belgian law for a €500M technology-focused fund launching in March 2025, with specific provisions for co-investment rights for key Limited Partners and ESG investment criteria."

Document background
The Private Equity Partnership Agreement is a foundational document used when establishing a private equity fund structure in Belgium. It is essential for organizations seeking to raise and deploy capital through a regulated investment vehicle while ensuring compliance with Belgian and EU regulations. The agreement governs all aspects of the fund's operation, from capital commitments and investment policies to profit distribution and partner rights. It must comply with the Belgian Companies and Associations Code, AIFM regulations, and other relevant financial services laws. This document is particularly important given Belgium's position as a key European financial center and its sophisticated regulatory framework for alternative investment funds. The agreement typically includes detailed provisions for investor protection, regulatory compliance, tax efficiency, and fund governance structures.
Suggested Sections

1. Parties: Identification of all partners, including General Partner(s) and Limited Partners

2. Background: Context of the partnership formation, investment strategy, and objectives

3. Definitions: Comprehensive definitions of terms used throughout the agreement

4. Partnership Formation: Legal establishment of the partnership, name, registered office, and purpose

5. Term and Dissolution: Duration of partnership, extension provisions, and dissolution procedures

6. Capital Contributions: Rules for initial and subsequent capital contributions, commitment periods

7. Capital Accounts: Maintenance and adjustments of partners' capital accounts

8. Distributions: Distribution waterfall, carried interest calculations, clawback provisions

9. Management: Powers and duties of General Partner, management fee structure

10. Investment Guidelines: Investment criteria, restrictions, and investment period terms

11. Transfer Restrictions: Limitations on transfer of partnership interests, transfer procedures

12. Partnership Meetings: Meeting procedures, voting rights, and quorum requirements

13. Reports and Valuations: Reporting obligations, valuation methods, and frequency

14. Expenses and Fees: Allocation of partnership expenses, management fees, transaction fees

15. Representations and Warranties: Partners' representations regarding capacity and authority

16. Confidentiality: Confidentiality obligations and permitted disclosures

17. Governing Law and Jurisdiction: Belgian law application and dispute resolution procedures

Optional Sections

1. Key Person Provisions: Used when specific individuals are crucial to the partnership's success

2. Co-Investment Rights: Include when offering co-investment opportunities to Limited Partners

3. ESG Provisions: Include when implementing environmental, social, and governance criteria

4. LPAC Rights and Duties: When establishing a Limited Partner Advisory Committee

5. Strategic Investors Rights: Include for investors receiving special rights or privileges

6. Employee Participation Scheme: When implementing carried interest for employees

7. Parallel Fund Provisions: When structure includes parallel investment vehicles

8. Tax Structuring Provisions: For complex cross-border tax arrangements

9. Secondary Transactions: When allowing for secondary market transactions

10. Digital Asset Provisions: When investing in digital assets or cryptocurrencies

Suggested Schedules

1. Schedule 1 - Form of Subscription Agreement: Standard form for admitting new Limited Partners

2. Schedule 2 - Investment Guidelines: Detailed investment criteria and restrictions

3. Schedule 3 - Management Fee Calculations: Detailed calculation methodology for management fees

4. Schedule 4 - Distribution Waterfall: Detailed distribution calculations and examples

5. Schedule 5 - Valuation Policy: Detailed procedures for valuing investments

6. Schedule 6 - FATCA/CRS Provisions: Tax reporting requirements and procedures

7. Schedule 7 - List of Initial Limited Partners: Initial investors and commitment amounts

8. Schedule 8 - Conflicts Policy: Procedures for handling conflicts of interest

9. Appendix A - Power of Attorney: Standard form of power of attorney

10. Appendix B - AML Requirements: Anti-money laundering procedures and requirements

11. Appendix C - Tax Matters: Detailed tax treatment and reporting obligations

12. Appendix D - Regulatory Disclosures: Required regulatory and compliance disclosures

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses
Relevant Industries

Financial Services

Private Equity

Investment Management

Professional Services

Banking

Insurance

Asset Management

Venture Capital

Real Estate

Infrastructure

Healthcare

Technology

Manufacturing

Retail

Energy

Telecommunications

Relevant Teams

Legal

Compliance

Investment

Risk Management

Operations

Finance

Tax

Investor Relations

Fund Administration

Portfolio Management

Due Diligence

Corporate Development

Regulatory Affairs

Relevant Roles

Private Equity Partner

Fund Manager

Investment Director

Chief Investment Officer

Legal Counsel

Compliance Officer

Risk Manager

Investment Committee Member

Fund Administrator

Chief Financial Officer

Managing Partner

Senior Associate

Portfolio Manager

Investment Analyst

General Counsel

Tax Director

Investor Relations Manager

Operations Director

Industries
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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