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1.1 The Indian Partnership Act, 1932 (hereinafter referred to as the Act.) applies to the
whole of India except the state of Jammu & Kashmir. The Act has come into force w.e.f. 1st
day of October, 1932 with the assent of the Governor General of India on 8th April, 1932.
1.2 The total Act has been divided into Eight Chapters out of which there is only one
Chapter; i.e,. Chapter VII comprising of sections ranging from 56 to 71 the application of
which has been made optional to all the implementing States.
2) WHAT IS PARTNERSHIP
2.1 Partnership is the relation between persons who have agreed to share profits of a
business carried on by all or any of them acting for all.
2.2 Persons who have entered into partnership with one another are called
individually "partner" and collectively "a firm".
3.1 Relationship between the partners is defined through the partnership deed.
3.2 Partnership Deed is necessary under section 58(1) at the time of registration of
any firm. Though, there is no requirement of having any instrument in writing at the
time of admission and / or retirement or dissolution of firm, under Rule 16 of Indian
Partnership Rules, 1989, the Registrar of Firms (who is a registering authority to
register the firm) is empowered to take on record the evidence in support of
registering any partnership. Therefore, the Deed is necessary to be executed to place
on record the relationship of partners at the time of registration and at subsequent
changes to register such changes.
3.3 Various forms as are required to be filled up and filed with the Registrar need
certain information. Therefore, it is necessary to have that information incorporated
in the deed which Registrar can verify while scrutinizing the forms and ultimately
register the firm. Names and Addresses of Partners are to be mentioned in the
beginning paras. Partnership Deed should, therefore, contain following clauses.
(iii) Address including address of the additional place/s of Business of the firm
The above clauses are necessary in all deeds, since the entry on record which is
furnished by the Registrar to the Firm gives the above information as recorded in the
Register. If for any reason, any of the above clauses are missing from the deed, the
registration procedure cannot be completed. As regards Point No. (vii) above, it
should be noted that to be a valid document, partnership deed should necessarily be
on a stamp paper of requisite value and this value is determined by the amount of
capital.
3.4 Any additional clauses can be incorporated by the partners as required by them.
4.1 A partner is the agent of the firm for the purposes of the business of the firm.
4.2 The authority of a partner to bind the firm in ordinary course of business,
conferred by section 19 is called "implied authority" of a partner.
4.3 The partners in a firm may, by contract between the partners, extend or restrict
the implied authority of any partner. Every partner is liable jointly with other
partners and also severally for all acts of the firm done while he is a partner.
5) REGISTRATION OF FIRMS
The provisions of Chapter VII have been given in a tabular manner separately as
these deals with the practical aspects.
• If one partner retires and a new partner is admitted on the same day, retirement
cum admission deed can be prepared and registered with the Registrar of Firms with
one & single ‘E’ form.
• Partners’ signatures must be on solemn affirmation before a Magistrate or such other
Officer empowered to administer oaths. Ensure that the name & address stamp of
such authorised officer is affixed. In case of notarized forms, notary if appointed by
the Government of Maharashtra, should use the red ink to stamp the document,
while if appointed by the Government of India, can use the blue ink.
• The documents shall be submitted within one month from the date of
Notarization/Attestation.
• The Bombay Stamp Act uses the word "share of contribution" instead of Capital of a
Firm. It appears that additional stamp duty is payable on every increase in capital as
long as it does not exceed Rs. 5 Lacs as per Article 47 of the said Act.
• Even if there is a change in name due to marriage, Form ‘D’ along with the copy of
Marriage Certificate has to be submitted.
• In case of simultaneous changes in Principal Place of Business along with Change in
Constitution and / or Change in Name of Partner and / or change in Address of
Partner, then separate Forms B / E / D are required to be submitted as the case may
be to intimate each such change.
• Any changes that occur within a span of 90 days can be intimated together to the
Registrar of Firms.
• Common Form E can be used in case of Admission cum Retirement within 90 days.
• Always write full particulars without using any short forms or abbreviations.
• In case of Retirement cum Admission, if intimated, using the same Form E, always
obtain signatures of all partners including Retiring, Continuing and Incoming on Form
E.
• There is no power of condonation of penalty or appeal to any higher authority other
than as envisaged u/s. 58(4).
• While drafting any partnership deed subsequent to the registration, at the time of
any changes etc. always ensure that Name, Address and Object clause as well as
spellings of Names of the Partners are identical as compared to the earlier
submissions and as per Entry on record.
• If for any reason you need registration of papers submitted by you urgently or early
hearing in case of delay in submissions, then an Affidavit on a stamp paper of Rs.
200/- signed by all partners duly notarized, stating the reason for urgency be
submitted to the Registrar. After accepting Affidavit, papers are processed with
priority.
Registrar of Firms Address: New Adm. Bldg, 6th Floor, Near Chetana College, Bandra (E),
Mumbai - 400 051. Tel: 2655 1944, 2655 1149. Cash Counter Timings: 10.30 A.M. to 3.30
P.M.