What is a general partnership?

How do I set up a VOF?

To set up a VOF, you only need to register it in the Trade Register of the Chamber of Commerce. However, it is advisable to draw up a partnership contract with your fellow partners. In the partnership contract you can agree on the powers of the partners, contributions and distribution of profits.

Going to the notary is not necessary for drafting a corporate contract, but the specialists at Marks Wachters notaries can help you draft the corporate contract. A mutually drafted agreement is also valid. With an agreement you regulate the rules of the game between you.

Do you have any questions? Or do you need advice?

You can always call one of our specialists during office hours when you have a question. You can reach us at phone number (040) 244 88 55

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The power

In a general partnership, a distinction is made between the partnership assets and the private assets of you and the other partners or associates. At the beginning of the VOF, the partnership assets consist of the assets raised by the founders. These assets can later grow through profits made or increases in contributions.

The partnership assets are also called the separated assets of the VOF, primarily intended for the business creditors. During the existence of the partnership, the private creditors of you and the other partners cannot recover from the partnership assets. However, the business creditors can claim the private assets of the partners, if the partnership assets are not sufficient.

Powers of associates

Unlike the partnership, which requires you to obtain power of attorney from the other partners for ‘authorized representation,’ each partner is authorized to act on behalf of the VOF. However, there are three legal exceptions. You are not authorized if:

the partnership deed states that you have no power of representation;
the act performed is not within the purpose of the company;
it involves an act that the agreement says you are unauthorized to do.

Ensuring continuity

If one of your business partners dies, the VOF ends by operation of law. You and any other partners can continue the business (possibly with a new partner) only if special contractual arrangements are agreed upon. These may include the continuation clause, the residence clause and the separation clause. You can have these included in the partnership agreement. It is advisable, for the sake of continuity, to ask the notary for advice on this point. Marks Wachters notaries will be happy to assist you in this regard.

Why choose Marks Wachters notaries?

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A household name in Greater Eindhoven and Nuenen since 1949.
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