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Limited Liability Partnership Contract Template for Denmark

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Limited Liability Partnership Contract

Document background
The Limited Liability Partnership Contract is a fundamental document used when establishing a partnership structure that combines the flexibility of a partnership with limited liability protection under Danish law. This document is essential for professionals and businesses seeking to form an LLP in Denmark, particularly in knowledge-based and professional service sectors. The contract comprehensively addresses all aspects of partnership formation and operation, including capital contributions, profit sharing, management rights, and partner obligations. It ensures compliance with Danish business regulations while providing partners with protection against personal liability for the partnership's obligations. The document is particularly valuable for professional firms where partners want to maintain collaborative business relationships while managing their personal risk exposure.
Suggested Sections

1. Parties: Identification and details of all founding partners entering into the LLP agreement

2. Background: Context of the partnership formation and the partners' intention to establish an LLP

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

4. Formation and Name: Declaration of LLP formation, business name, and registered office details

5. Purpose of Partnership: Detailed description of the partnership's business objectives and scope

6. Capital Contributions: Details of initial and any agreed future capital contributions from each partner

7. Partnership Interests: Specification of each partner's ownership percentage and voting rights

8. Profit and Loss Sharing: Agreement on how profits and losses will be distributed among partners

9. Management Structure: Governance framework, decision-making processes, and partner roles

10. Partner Meetings: Procedures for regular and special partner meetings, voting requirements

11. Financial Management: Banking arrangements, accounting practices, and financial reporting requirements

12. Admission of New Partners: Process and conditions for admitting new partners to the LLP

13. Transfer of Partnership Interest: Rules governing the transfer of partnership interests to other partners or third parties

14. Withdrawal and Retirement: Procedures and terms for partner withdrawal or retirement

15. Dissolution and Winding Up: Circumstances and procedures for partnership dissolution and asset distribution

16. Governing Law: Confirmation of Danish law application and jurisdiction

Optional Sections

1. Intellectual Property Rights: Provisions regarding ownership and use of intellectual property, required if the LLP will develop or use significant IP

2. Non-Competition and Confidentiality: Restrictions on partners' competitive activities and handling of confidential information, important for professional services or technology firms

3. Insurance: Requirements for professional indemnity and other insurance coverage, essential for certain professional services

4. Employee Management: Provisions regarding hiring, managing, and terminating employees, needed if the LLP will have employees

5. Dispute Resolution: Alternative dispute resolution procedures like mediation or arbitration, recommended for larger partnerships

6. International Operations: Provisions for international business activities, required if operating across borders

7. Environmental Compliance: Environmental responsibility and compliance measures, necessary for businesses with environmental impact

Suggested Schedules

1. Schedule 1: Capital Contributions: Detailed breakdown of each partner's initial and committed capital contributions

2. Schedule 2: Partner Information: Complete partner details including contact information and professional qualifications

3. Schedule 3: Business Plan: Initial business plan and strategic objectives of the partnership

4. Schedule 4: Management Procedures: Detailed procedures for day-to-day management and decision-making

5. Schedule 5: Financial Procedures: Specific accounting policies, banking arrangements, and financial controls

6. Schedule 6: Property Schedule: List of partnership property and assets, including leases and equipment

7. Appendix A: Partner Resolutions: Template forms for partner resolutions and voting procedures

8. Appendix B: Required Notices: Templates for various notices required under the agreement

Authors

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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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