The partnership agreement of a general partnership may be made orally or in writing. However, the agreement should always be made in writing since the original written agreement is required as an attachment to the start-up notification. A written agreement is also advisable in case of disagreements between the partners.
The content of the partnership agreement should be determined case by case on the basis of the partnership's line of business and the scope of its operations. In the agreement the partners agree on the foundation of the partnership and other relevant matters regarding its activities.
The trade register requires that at least the following matters are defined in the agreement:
1) business name of the partnership
2) the municipality from which the operations are managed
3) line of business (type of activities)
4) partners
5) accounting period.
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In addition, the following issues may be settled in the agreement:
• the investments of the partners (investments need not be in the form of assets)
• signing for the partnership and representation of the partnership
• Managing Director (if to be elected)
• division of responsibilities between the partners
• audit, number of auditors and their term of office (if any auditor)
• the distribution of profit and losses, if different from statutory provisions
• the period of notice for the partnership agreement, if other than six months
• amending the partnership agreement
• resignation from the partnership
• dissolution of the partnership
• continuing with the business after the death of a partner
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If the partnership agreement does not contain any provisions on the above-mentioned issues, the provisions of the Partnerships Act will be applied.
The partnership agreement is dated and signed by the partners.
If none of the partners of a general partnership is resident/domiciled (legal entity) in the EEA, all partners with a permanent residence/domicile outside the EEAneed a permit from the National Board of Patents and Registration to serve as partners.
