German Partnership Agreement


If a partner dies, the rights holders must inform other partners immediately. The other partners will then continue to carry out the activities of the partnership (if any with these successors). You have an obligation to find such a solution. Tip: If you find that one or more partners have a broader or more restrictive business objective in mind during business plan discussions, discuss it openly. Ultimately, all partners must be 100% in agreement with the way in which the GbR`s objective is formulated. Watch for hidden patterns among your co-founders. If you don`t, there will probably be conflicts in your future. The termination or termination of a partner or the dissolution of gbR does not necessarily mean that gbR must cease operations. As a general rule, when a partner withdraws or is fired, the remaining partners will do everything in their power to ensure that the GbR can continue. To do so, the partnership must organize what is called a “confrontation” in which all the company`s resources and all assets and liabilities are calculated from a given date.

Calculated profits or losses determine whether partners receive a profit share or whether they must pay additional capital. Paragraphs 730 to 740 of the BGB regulate windings-ups. The name of the company is the name of a company with which it appears in legal and commercial relations. The name of the company of the oHG may contain the surname, imaginary or material additions of a partner, provided that it has a distinctive power and therefore the function of a name. It can also be formed as a combination of these elements. The legal form of the “general partnership” must always be indicated. It can also be abbreviated as “oHG.” 2. With regard to the termination of current operations, the conclusion of a new transaction necessary for this purpose and the maintenance and management of the partnership`s assets, the partnership is deemed to continue to the extent that the objective of liquidation requires it. The partnership agreement should govern the purpose, the name of the company, the nature and extent of the partners` contributions, the power of management and representation, the distribution of profits and losses, the termination of the business and the departure of the partners.

Suppose you organize a festival and create a GbR with three other partners. They all agreed to take advantage of sponsors, ticket sales and rentals at food and beverage stalls. You cannot leave the partnership a quarter of a year before the festival, unless you have a compelling reason to do so. The following examples could be reasons for withdrawing the partnership: (1) Once the partnership is dissolved, liquidation between the partners will take place with respect to the company`s assets, unless an insolvency procedure has been opened with respect to the company`s assets. The general partnership has no legal status of its own and depends on the status of the partners. However, a general partnership can be considered a legal entity when it comes to its legal responsibility in a German court. Partners in general partnerships in Germany have the same rights in the management and representation of the company. External representation to third parties is provided by the partners.