Business Partnership Agreement Review: Decisions to Prepare

01 / Practical step

Confirm the proposed structure and client

Explain whether you are exploring a partnership, already operating together or using another structure such as a company. Provide existing registrations and agreements without assuming an informal label settles the legal position. Ask whom the lawyer would represent: you individually, multiple participants or another entity. Where interests differ, ask how independent advice and conflicts will be handled before sharing sensitive negotiations through a common adviser.

02 / Practical step

Record contributions and ownership assumptions

List proposed cash, equipment, intellectual property, premises, work and existing customer relationships. Identify what is owned, loaned, licensed or merely promised. Note how the participants believe these contributions should be valued and recorded, while leaving legal and accounting treatment for advice. A contribution table is useful because two people may agree on an equal share while imagining very different obligations to supply future time or capital.

• Contribution and contributor.
• Ownership or access currently understood.
• Unresolved valuation, repayment or replacement question.

03 / Practical step

Define authority and day-to-day decisions

Describe who would sign contracts, borrow, hire, approve spending, access accounts and communicate with customers. Identify decisions you expect to require joint agreement and what would happen if someone is unavailable. Rather than inventing a monetary threshold, discuss realistic situations from the business. Ask the lawyer to connect the agreed authority model with relevant documents and to explain which safeguards need accountant, insurer or lender input.

04 / Practical step

Discuss profits, losses and changing workloads

Write down expectations about drawings, profit allocation, cash reserves and further contributions. Explain what should happen if one participant works less, takes extended leave or wants a different role. These are questions for coordinated legal and financial advice, not simply paragraphs to copy from another business’s agreement. Ask how information will be shared and reviewed so participants can identify a disagreement before it becomes a surprise.

05 / Practical step

Plan exits, disputes and unexpected events

Discuss retirement, a proposed sale, incapacity, death, a relationship breakdown or a serious disagreement. Identify which events should trigger a conversation and which decisions remain unresolved. Ask how valuation, payment, customer information and ongoing obligations would be addressed. Do not assume a right to leave automatically ends a guarantee, lease or other commitment. List external agreements the lawyer may need to consider alongside the partnership document.

06 / Practical step

Turn the discussion into a drafting brief

Illustrative example: two people agree to share a business equally, but only one expects to work full time. The useful first output is an agreed description of work, contributions and decision authority, with unresolved points marked. Ask whether the proposal includes advising on those choices, drafting, negotiating revisions and coordinating related documents. Keep each participant’s agreement to the final terms distinct from approval of an earlier discussion outline.