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Articles Of Organization Partnership
"I need Articles of Organization Partnership for a new law firm in Manila with five equal partners, all Filipino citizens, to be established by March 2025, with specific provisions for profit sharing based on both capital contribution and billable hours."
1. Title and Preamble: States the document type and date of execution
2. Article I - Partners' Information: Complete names, nationalities, and addresses of all partners
3. Article II - Partnership Name and Principal Office: Official name of the partnership and complete address of the principal place of business
4. Article III - Purpose and Scope: Detailed description of the partnership's business activities and objectives
5. Article IV - Term of Partnership: Duration of the partnership, including commencement date and conditions for termination
6. Article V - Capital Contributions: Detailed description of each partner's capital contribution, whether monetary or in-kind
7. Article VI - Profit and Loss Sharing: Agreement on how profits and losses will be distributed among partners
8. Article VII - Management and Control: Structure of partnership management and voting rights of partners
9. Article VIII - Rights and Obligations of Partners: Detailed outline of partners' rights, duties, and responsibilities
10. Article IX - Meetings and Decisions: Procedures for partnership meetings and decision-making processes
11. Article X - Books and Records: Requirements for maintaining partnership records and access rights
12. Article XI - Dissolution and Liquidation: Procedures and conditions for partnership dissolution and asset distribution
13. Article XII - Amendment Provisions: Procedures for modifying the Articles of Organization
14. Execution and Notarization: Signature block for all partners and notary acknowledgment
1. Article on Foreign Ownership: Required when the partnership includes foreign partners, detailing compliance with Philippine foreign ownership restrictions
2. Article on Intellectual Property Rights: Needed when the partnership's business involves significant IP assets or creative works
3. Article on Non-Competition: Include when partners agree to restrictions on competing business activities
4. Article on Succession Planning: Important for family partnerships or when specific succession arrangements are desired
5. Article on Alternative Dispute Resolution: Optional provision for handling disputes through mediation or arbitration
6. Article on Branch Offices: Required when the partnership plans to establish multiple business locations
7. Article on Special Powers: Needed when specific partners are granted special management or representation powers
1. Schedule A - Capital Contribution Details: Detailed inventory and valuation of all partner contributions, especially for in-kind contributions
2. Schedule B - Partner Information Sheet: Detailed information about each partner including contact details and representative information
3. Schedule C - Distribution of Profits and Losses: Detailed breakdown of profit and loss sharing ratios and any special arrangements
4. Schedule D - Management Structure: Organizational chart and detailed management responsibilities
5. Appendix 1 - Partner's Tax Information: Tax identification numbers and other relevant tax details of partners
6. Appendix 2 - Special Authorizations: Copies of any special licenses, permits, or authorizations relevant to the partnership
7. Appendix 3 - Property Inventory: Detailed list of partnership properties and assets, if any at formation
Authors
Articles
Business Day
Capital Account
Capital Contribution
Confidential Information
Defaulting Partner
Effective Date
Fiscal Year
General Partner
Governing Law
Initial Capital Contribution
Intellectual Property Rights
Limited Partner
Managing Partner
Partnership
Partnership Interest
Partnership Property
Principal Office
Profit and Loss
Quarter
Regulatory Authority
SEC
Securities and Exchange Commission
Tax Year
Term
Territory
Transfer
Voting Rights
Winding Up
Working Day
Partnership Assets
Partnership Books
Partnership Records
Business Purpose
Majority Vote
Special Resolution
Ordinary Resolution
Partner Distribution
Reserved Matters
Purpose and Scope
Term and Duration
Principal Office
Capital Contribution
Profit and Loss Distribution
Management and Control
Partner Rights and Obligations
Voting Rights
Meeting Procedures
Financial Records
Banking Arrangements
Admission of New Partners
Transfer of Partnership Interest
Withdrawal of Partners
Dissolution and Liquidation
Confidentiality
Non-Competition
Intellectual Property
Dispute Resolution
Amendment Procedures
Governing Law
Compliance
Tax Matters
Partner Representations
Decision Making
Books and Records
Notices
Force Majeure
Severability
Entire Agreement
Further Assurance
Professional Services
Retail and Trading
Real Estate
Manufacturing
Agriculture
Technology and Software
Food and Beverage
Construction
Healthcare Services
Educational Services
Consulting Services
Import/Export
Financial Services
Tourism and Hospitality
Legal
Compliance
Finance
Administrative
Corporate Secretariat
Risk Management
Operations
Business Development
Tax
Corporate Governance
Chief Executive Officer
Managing Partner
Legal Counsel
Corporate Secretary
Compliance Officer
Chief Financial Officer
Business Development Manager
Administrative Officer
Finance Manager
Tax Manager
Operations Manager
Risk Management Officer
Partnership Relations Manager
General Counsel
Company Registrar
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