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Registration and Dissolution of
Partnership Firm
Registration of a partnership firm
Partnership firms in India are governed by the Indian
Partnership Act, 1932. While it is not compulsory to
register your partnership firm as there are no penalties
for non-registration
Procedure for registration
The registration of a firm may be effected at any time by sending the
post or delivering to the registrar of firms of the area in which any
place of business of the firm is situated or proposed to be situated, a
statement in the prescribed form and accompanied by the prescribed
fee, stating:•
•
•
•
•
•

The firm name
The place or principal place of business of the firm
The names of any other places where the firm carries on business
The date when each partner joined the firm
The names in full and permanent addresses of the partners
The duration of the firm
Effect of Non-registration

• Suits between partners and firm
• Suits between firm and third party
• Claim of set-off
Partnership Deed
• Alteration
A statement or intimation is to be sent to the registrar
of firm
• Penalty for false particulars
• Inspection of register of firms and documents and
grant of copies
• Rules of evidence
Dissolution of a Firm
• Dissolution by Court
 Insanity of a partner
 Permanent Incapacity of a partner
 Conduct affecting Prejudicially the business
 Breach of partnership agreement
 Transfer of Interest of A partner
 Loss
 Just and Equitable
•
•
•
•

Dissolution by Agreement
Dissolution by Operation of Law
Dissolution on the Happening of Certain Contingencies
Dissolution by Notice
Difference between dissolution of partnership and
dissolution of partnership firm
Dissolution of Partnership

Dissolution of Partnership firm

Only the agreement is dissolved, no
physical disposal takes place

The firm is dissolved, by selling off assets
and settling liabilities

The partners will continue to run the
business with a new agreement

The partners will discontinue the business

Limited effects on the employees or
debtors and creditors of the business

Since the business is closed down it
affects the workers, debtors and creditors
of the firm

Many dissolutions of agreement can take
place during the life of a partnership
business

Dissolution of the firm can take place only
once in the lifetime of a partnership
business

Admission, Retirement or death of a
partner can result in compulsory
dissolution of existing agreement

None of these events can lead to a
compulsory dissolution of the firm
Rights of the partners on Dissolution
•
•
•
•
•
•
•
•

To have business wound up after dissolution
Continuing authority of partners for purposes of winding up
Mode of settlement of accounts between partners
Payment of firm debts and of separate debts
Personal profits earned after dissolution
Return of premium on premature dissolution
Right to restraint from use of firm name or firm property
Rights where partnership contract is rescinded for fraud or
misrepresentation
Liabilities of Partners and dissolution
Sale of goodwill after dissolution
Incoming and outgoing Partners
Thank you

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Dissolution and registration of partnership firm

  • 1. Registration and Dissolution of Partnership Firm
  • 2. Registration of a partnership firm Partnership firms in India are governed by the Indian Partnership Act, 1932. While it is not compulsory to register your partnership firm as there are no penalties for non-registration
  • 3. Procedure for registration The registration of a firm may be effected at any time by sending the post or delivering to the registrar of firms of the area in which any place of business of the firm is situated or proposed to be situated, a statement in the prescribed form and accompanied by the prescribed fee, stating:• • • • • • The firm name The place or principal place of business of the firm The names of any other places where the firm carries on business The date when each partner joined the firm The names in full and permanent addresses of the partners The duration of the firm
  • 4. Effect of Non-registration • Suits between partners and firm • Suits between firm and third party • Claim of set-off
  • 6. • Alteration A statement or intimation is to be sent to the registrar of firm • Penalty for false particulars • Inspection of register of firms and documents and grant of copies • Rules of evidence
  • 7. Dissolution of a Firm • Dissolution by Court  Insanity of a partner  Permanent Incapacity of a partner  Conduct affecting Prejudicially the business  Breach of partnership agreement  Transfer of Interest of A partner  Loss  Just and Equitable
  • 8. • • • • Dissolution by Agreement Dissolution by Operation of Law Dissolution on the Happening of Certain Contingencies Dissolution by Notice
  • 9. Difference between dissolution of partnership and dissolution of partnership firm Dissolution of Partnership Dissolution of Partnership firm Only the agreement is dissolved, no physical disposal takes place The firm is dissolved, by selling off assets and settling liabilities The partners will continue to run the business with a new agreement The partners will discontinue the business Limited effects on the employees or debtors and creditors of the business Since the business is closed down it affects the workers, debtors and creditors of the firm Many dissolutions of agreement can take place during the life of a partnership business Dissolution of the firm can take place only once in the lifetime of a partnership business Admission, Retirement or death of a partner can result in compulsory dissolution of existing agreement None of these events can lead to a compulsory dissolution of the firm
  • 10. Rights of the partners on Dissolution • • • • • • • • To have business wound up after dissolution Continuing authority of partners for purposes of winding up Mode of settlement of accounts between partners Payment of firm debts and of separate debts Personal profits earned after dissolution Return of premium on premature dissolution Right to restraint from use of firm name or firm property Rights where partnership contract is rescinded for fraud or misrepresentation
  • 11. Liabilities of Partners and dissolution
  • 12. Sale of goodwill after dissolution