Partnership Dissolution Agreement — Word & PDF Template

This partnership dissolution agreement template records the partners’ agreement to end an ordinary partnership of two or more partners in England and Wales, and what happens to the business, its assets and its debts.

Who is this template for?

It suits partners in an ordinary partnership who have agreed to dissolve it. As the document itself states, it is not for a limited liability partnership (LLP), a limited partnership or a company, and it gives no tax advice.

What does the template include?

The agreement is made up of numbered sections:

• Parties — details for two or three partners, with a note on adding further partners.
• The Partnership — the firm’s name, business, place of business, start date, profit-sharing ratio and any written partnership agreement.
• Dissolution and What Happens to the Business — the dissolution date and a tick-one choice between winding the business up or named partners continuing it and buying out the others.
• Assets — a table of the firm’s assets with an agreed value and who takes each one, or whether it is sold.
• Debts and Liabilities — a table of creditors and who pays each debt, with an indemnity and a reminder that creditors are not bound without their agreement.
• Final Accounts and Sharing the Balance — who prepares the final accounts and by when, the order in which assets are applied, and payment of balances within 28 days.
• Bank Accounts, Contracts and Customers — use and closure of the firm’s bank accounts, who completes unfinished work, and transfer of contracts.
• Trading Name and Goodwill — which partners may use the firm’s name, website, phone number and goodwill.
• Notice of the Dissolution and Tax — written notice to customers, suppliers, the bank, insurers and HMRC, an optional London Gazette notice, and who files the final tax returns.
• Authority After the Dissolution Date — limits on binding the firm while its affairs are wound up, with a spending limit.
• Mutual Release — each partner releases the others from claims arising from the partnership, with stated exceptions.
• General — whole agreement, changes in writing, signing in separate copies, and governing law of England and Wales.
• Signatures — signature blocks for each partner.

Easy to customise

The template opens in Microsoft Word, Google Docs and LibreOffice. Fill in the highlighted fields, choose whether the business is wound up or continued, complete the asset and debt tables, and edit any clause to suit your partnership.

Format and scope

Download instantly as an editable Word (.docx) file and a PDF, formatted to A4. Written in plain British English and drafted for use in England and Wales, with light references to the Partnership Act 1890 where the document relies on it.