The Simple Partnership Agreement is a crucial document for businesses operating under Hong Kong law who wish to formalize their partnership arrangement. This agreement is particularly relevant when two or more parties intend to conduct business together and share profits, losses, and responsibilities. It provides essential protection for all partners by clearly defining their rights, obligations, and the partnership's operational framework. The document ensures compliance with the Hong Kong Partnership Ordinance (Cap. 38) while addressing key aspects such as capital contributions, profit distribution, management structure, and decision-making processes. It's commonly used by small to medium-sized businesses, professional services firms, and entrepreneurs looking to establish a formal partnership structure with clear governance and operational guidelines.

1. Parties: Identifies and provides full details of all partners entering into the agreement

2. Background: Explains the context and intention of the partners to form a partnership

3. Definitions: Defines key terms used throughout the agreement

4. Partnership Business: Describes the nature and scope of the partnership business

5. Commencement and Term: Specifies when the partnership begins and its duration

6. Capital Contributions: Details the initial capital contributions of each partner

7. Profit and Loss Sharing: Specifies how profits and losses will be distributed among partners

8. Management and Decision Making: Outlines the management structure and decision-making processes

9. Banking and Financial Records: Establishes banking arrangements and requirements for financial record-keeping

10. Partners' Duties and Obligations: Sets out the responsibilities and obligations of all partners

11. Restrictions on Partners: Defines limitations on partners' activities, including non-compete provisions

12. Admission of New Partners: Procedures for admitting new partners to the partnership

13. Termination and Dissolution: Circumstances and procedures for ending the partnership

14. Governing Law and Jurisdiction: Confirms Hong Kong law as governing law and jurisdiction