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The Corporation Partnership Agreement is a specialized legal instrument used when two or more corporations wish to enter into a partnership arrangement in Hong Kong. This document is essential for businesses seeking to combine resources, expertise, and market presence while maintaining their separate corporate identities. It must comply with Hong Kong's Partnership Ordinance (Cap. 38) and Companies Ordinance (Cap. 622), addressing specific requirements for corporate partnerships in this jurisdiction. The agreement typically includes detailed provisions for capital contributions, profit sharing, management structure, decision-making processes, and exit mechanisms. It's particularly relevant for cross-border business ventures, joint enterprises, and strategic alliances operating within Hong Kong's dynamic business environment.

1. Parties: Identification of all corporate partners, including their full registered names, company numbers, and registered addresses

2. Background: Context of the partnership formation, business objectives, and any relevant historical information

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

4. Partnership Structure: Legal structure, nature of partnership, and relationship between partners

5. Capital Contributions: Initial and ongoing capital contributions, valuation methods, and timing

6. Profit and Loss Sharing: Distribution of profits and losses, calculation methods, and distribution frequency

7. Management and Decision Making: Governance structure, voting rights, and decision-making processes

8. Partners' Duties and Obligations: Responsibilities, commitments, and obligations of each partner

9. Business Operations: Day-to-day management, operational procedures, and business policies

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

11. Transfer of Partnership Interests: Rules and procedures for transferring partnership interests

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

13. Termination and Exit: Circumstances and procedures for partnership termination or partner exit

14. Dispute Resolution: Procedures for resolving disputes between partners

15. Governing Law: Specification of Hong Kong law as governing law and jurisdiction

16. General Provisions: Standard boilerplate clauses including notices, amendments, and severability