Partnership deeds
We help you form, manage and build partnerships for success.
We advise on the creation and structuring or partnerships, including members’ rights, profit shares, capital provisions, control, retirement, expulsions and restrictive covenants. We also work with our clients to ensure compliance with their professional bodies. Increasingly we advise clients who have an embedded purpose in their LLP deed to meet any certification requirements. We have direct experience of this having been certified as a B Corporation.
Whether drawing up governing documents to manage the relationship between partners or advising when new partners are joining an existing partnership/LLP, we focus on achieving the desired balance of control and financial risk/reward, whilst ensuring that the business is protected appropriately.
We also have significant experience advising on partnership mergers, acquisitions, while mindful of the applicable tax treatment for partners or members.
Relevant work
Advising a number of clients of a partnership that was placed into liquidation: The liquidator, on behalf of the major creditor (HMRC), made claims for payments in respect of employee benefit trusts set up and monies placed into the trusts for the partners.
Advising and acting in a dispute that led to proceedings in the High Court regarding a substantial dispute about an alleged Joint Venture Agreement: We advised on a dispute between parties for the development of a number of property interests in London.
Partnership disputes
We focus on successful commercial outcomes.
Our multi-disciplinary team provides pragmatic, cost-effective advice with commercial success in mind. Partnership disputes can be bitter, protracted and expensive. We are outcome-focused, and since we act for individuals and partnerships we can anticipate and be ready to respond to the strategies that opponents might adopt.
We have many years of experience advising on the more contentious aspects of partnership, including profit sharing, discrimination, whistleblowing, retirement, expulsion, restrictive covenants and injunctions.
Relevant work
Representing a major construction company: We successfully represented a major construction company in adjudication proceedings, which were brought by its [joint venture] partner. The issue was over a dispute concerning work work circa £50m in respect of major public realm works in central London. We successfully argued that due to the nature of the contractual agreements, the adjudicator had no jurisdiction to hear the claim.
Advising an LLP partner: We advised a senior LLP partner at one of the world’s leading architectural practices on the terms of their contested exit from the partnership. We robustly advanced our client’s position resulting in an amicable settlement on favourable terms without the need for court proceedings.
Advising a quasi-partnership: We advised the founder and director of a substantial family construction business in an acrimonious dispute with a close family member, in which it was asserted that the business operated as a quasi-partnership.
