Deed of novation—conversion of general partnership to limited liability partnership
Deed of novation—conversion of general partnership to limited liability partnership

The following Corporate guidance note provides comprehensive and up to date legal information covering:

  • Deed of novation—conversion of general partnership to limited liability partnership
  • Parties
  • Recitals
  • The SchedulePartners

DRAFTING FOR BREXIT: For the latest information on the impact of Brexit on the drafting, negotiation and enforceability of this Precedent, see Practice Note: Brexit—drafting boilerplate clauses.

This Deed is dated [insert day and month] 20[insert year]

Parties

  1. 1

    The parties listed in the Schedule (Partners) trading as [insert partnership name] (Partnership);

  1. 2

    [insert full name of LLP] LLP incorporated in England and Wales under number [insert registered number] whose registered office is at [insert address] (LLP); and

  1. 3

    [insert full name of continuing party] [Limited OR PLC] incorporated in England and Wales under number [insert registered number] whose registered office is at [insert address] (Continuing Party),

  2. each of the Partners, the LLP and the Continuing Party being a Party and together the Partners, the LLP and the Continuing Party are the Parties.

Recitals

    1. (A)

      This deed is supplemental to the Principal Agreement.

    2. (B)

      The Partnership has transferred its business and assets to the LLP and wishes to be released and discharged from the Principal Agreement.

    3. (C)

      The LLP has agreed to perform the Principal Agreement as from the Effective Date and the Continuing Party has agreed to novate the Principal Agreement on the terms and conditions of this deed.

The parties agree:

  1. 1