• All old partners resigning and all new partners entering

1. The existing partnership firm is carrying on the business of supply of medical equipments in Gujarat.
2. All the partners of the firm would like to retire from the firm and all altogather new partners would like to carry on the business of the existing firm with same name and all other government licenses.

What formalities need to be completed to effect above changes in the existing partnership deed?
Asked 7 years ago in Business Law

First answer received in 30 minutes.

Lawyers are available now to answer your questions.

12 Answers

1.if all the aprtners are retire at the same point of time then the firm would be dissolved and then new partnership firm is to be set up afresh.

2.Another option is to retire partners in phased manner so new partners are brought in and the firm survives and reconstituted and no need for fresh firm to be set up avoiding cost , time and formalities once again.

Devajyoti Barman
Advocate, Kolkata
23385 Answers
525 Consultations

1) it is not possible that all partners retire and new partners are admitted at the same time

2) for partnership firm it is necessary that there be 2 partners

Ajay Sethi
Advocate, Mumbai
97748 Answers
7918 Consultations

According to the law of Indian Partnership Act when all the existing partners decided to resign and at the same time they want to induct new partner in the partnership firm then they have to give a public notice. When all partners are resigned then automatically partnership firm get dissolved but there is no rule which prohibits new partners to carry on the business in the name of the partnership firm. Therefore the new partners will carry on the business in the name of the form but in this scenario it is desirable that old partner should give a public notice

Shivendra Pratap Singh
Advocate, Lucknow
5127 Answers
78 Consultations

Existing partner shall convene a meeting and transfer there right and duties to the new partner.

New partner shall then step into the shoes of the old partner.

By means of this meeting an amendment shall have to be carried out in the partnership deed.

This will have to be published in the newspaper also.

Regards

Anilesh Tewari
Advocate, New Delhi
18091 Answers
377 Consultations

Do the induction no of new partners and retirement (exit) of old partners in a phased manner.

As regards to the formalities, pls inform if this is a limited liability partnership or a partnership registered under the Partnership Açt, 1932?

Vibhanshu Srivastava
Advocate, Lucknow
9696 Answers
314 Consultations

The plan you've described works well.

Vibhanshu Srivastava
Advocate, Lucknow
9696 Answers
314 Consultations

1. I'll check if I've a draft and send the same to you.

2.yes

3. Not really. Just ensure that all the formalities with regards to induction of new partners is fulfilled before he exits.

4. N/A

5. Check with the office of the Registrar of Partnerships.

Vibhanshu Srivastava
Advocate, Lucknow
9696 Answers
314 Consultations

You should retire 2 partners and admit 2 new partners

2) your lawyer will draft agreement desired by you

3) you can keep profit sharing ratio as desired by you

4) retire old partner after 6 months or so

5) rules framed by Gujarat govt on partnership act would be available with any book seller selling law books in Gujarat

Ajay Sethi
Advocate, Mumbai
97748 Answers
7918 Consultations

1. There is no such draft amendment, such deeds are made as per the requirement of the client.

2. The profit sharing ratio shall be of some considerable amount, 1% is too less to be kept as profit sharing ratio, however the same is not illegal.

3. No there is no time line.

4. Section 31 and 32 / judicial interpretation.

5. You may ask a local lawyer, such rules if framed would have been published in the official gazette and further in various bare acts.

Regards

Anilesh Tewari
Advocate, New Delhi
18091 Answers
377 Consultations

Fro making such agreement you will have to hire professional service of any of us.

The share of profit can be of any percentage.

There is no time limit for such retirement .

Contact local registration office to get details of registration of partnership deed and its local rules and regulations.

Devajyoti Barman
Advocate, Kolkata
23385 Answers
525 Consultations

When all partners are resigned then automatically partnership firm get dissolved but there is no rule which prohibits new partners to carry on the business in the name of the partnership firm.

For partnership firm it is necessary that there be 2 partners

The exit of all partners would attract dissolution of partnership firm, at least two partners should remain while there can be many incumbents coming inside.

T Kalaiselvan
Advocate, Vellore
87952 Answers
2369 Consultations

1. you can engage the services of any particular advocate instead of giving a general call to all the expert advocates in this forum

2. Retaining only-one partner cannot be called as partnership firm.

3. A partnership firm cannot be run by a single person.

T Kalaiselvan
Advocate, Vellore
87952 Answers
2369 Consultations

Ask a Lawyer

Get legal answers from lawyers in 1 hour. It's quick, easy, and anonymous!
  Ask a lawyer