• Contract entered by Firm by suppressing information on deceased partner and FIR

My father was partner in firm which was partnership at will. Without settling account of my deceased father , remaining partners entered new deed and registered it with ROF stating firm has been reconstituted by remaining partners. They are not maintaining any account of deceased partner and took over everything illegally.
As i have right on assets of this firm in proportionate to my share and firm can not continue its business on my share of properties without my express consent, what right do I have to get the contracts entered by it canceled.
Can I issue notice to public limited company that Contract entered by the firm with the company is illegal as firm has not been authorized by me to carry on business on property belonging to me . Can I bring it into notice of that company that FIR has been registered against this firm under sec 120 B ,420 ,468 ,471 etc to cheat legal heir of deceased partner and as such they are doing business with this firm at their risk. And firm is reconstituted by submitting false information . 
Or inform me best way by which I should go about to damage image of this firm who is authorized distributor of Tata Motors.
Asked 6 months ago in Business Law from Delhi, Delhi

1) Before filing FIR and case against them first check the partnership agreement which was signed by your father and what was terms and conditions for deceased partner, whether the legal heirs of deceased partner are entitled to join as partner in this partnership firm.

 

Do let me what the partnership agreement says


1) If the there was a clause after death of any partner thn dissolution of partnership firm should be done.

 

2)  Once dissolution whether it mentioned that profit sharing till date and IPR of partnership along with goodwill can be used new company and what about the legal heirs of death partner permission. 

 

3) Are Death partners legal heirs are entitled for Partnership Dissolution procedure.

 

Ganesh Kadam
Advocate, Pune
7453 Answers
65 Consultations

4.9 on 5.0

Section 46 of the Partnership Act. lays down that on tile dissolution of a firm every partner or his representative is entitled as against alia other partners or their representatives to have the property of the firm applied in payment of the debts and liabilities of the firm and to have the surplus distributed among the partners or their representatives according to their rights. This provision has to be strictly followed when the firm is dissolved but the principle lying under this provision has also to be followed where the firm is not to be dissolved and share of the outgoing partner is to be determ,ined

2) On the dissolution of a firm, all the properties belonging to the partnership have to be sold and the sale proceeds after discharging all the partnership debts liabilities, have to be divided among the partners according to their respective shares, and this is the general rule.

3)legal heirs of deceased partner have to file suit for rendition of accounts of the firm

4) also seek injunction restraining new firm from carrying on business in name of old firm

Ajay Sethi
Advocate, Mumbai
66757 Answers
4037 Consultations

5.0 on 5.0

Dear sir, yes you should file a case against them in the NCLT for the fact that your express consent has not been taken to enter into the contract, and without your consent the contract predominantly looms illegal for want of consent. Since the partnership firm has to move along with all the partners for the partnership firm to enter into the contract. Kindly submit the complaint in this regard as well

Mayank Sapre
Advocate, New Delhi
234 Answers

5.0 on 5.0

You can bring into notice to the company that the contract entered by the firm with the company is illegal because the firm has not been authorised by you to carry on the business on your share of property without your express consent as you were the legal hier to the partnership if only it was provided in the partnership deed. If yes then you have the right in law to make or intitiate legal proceesing againt the partners or directors of the firm in which your father was a partner. 

Anshul Gupta
Advocate, Delhi
1 Answer

Not rated

You can inform the company and can further file a suit for your share in same and can seek injunction on the firm to transfer asset or carry on business.

Shubham Jhajharia
Advocate, Ahmedabad
19206 Answers
75 Consultations

5.0 on 5.0

Hi,

You may first issue notice to the firm for doing the rightly and if they are not acting accordingly, file the case of specific relief. You may also file application to the registrar's of the firm regarding alleged acts of the remaining partners.   

Ganesh Singh
Advocate, Delhi
3111 Answers
9 Consultations

4.5 on 5.0

Yes you can serve the legal notice to them and can inform them the same. You can also give public notice for the same

Prashant Nayak
Advocate, Mumbai
12732 Answers
22 Consultations

4.6 on 5.0

As a legal heir to your deceased father you are entitled to claim his share and rights in the firm.

You can file a suit seeking his share in the partnership firm and also can file an application seeking to restrain the company from carrying out any business till the disposal of this suit 

You can follow up the criminal case also properly.

 

T Kalaiselvan
Advocate, Vellore
56549 Answers
695 Consultations

5.0 on 5.0

You need to approach civil court along with stay and discovery application seeking relief for your share and seeking interim stay on transfer of firm asset name business. The arbitration clause has to be studied if it is there and court can refer the matter to arbitrator for same.

Shubham Jhajharia
Advocate, Ahmedabad
19206 Answers
75 Consultations

5.0 on 5.0

File suit for dissolution of firm and remediation of accounts 

 

2) legal fees vary depending upon lawyer engaged by you 

 

3) court fees depend upon reliefs claimed in suit 

 

4) if there is arbitration clause in partnership deed disputes woukd be referred to arbitration 

Ajay Sethi
Advocate, Mumbai
66757 Answers
4037 Consultations

5.0 on 5.0

Yes it's better to file the suit and take injunction orders as aforesaid

Prashant Nayak
Advocate, Mumbai
12732 Answers
22 Consultations

4.6 on 5.0

As per section 43 of Indian partnership act, 1932:

  1. Dissolution by notice of partnership at will

  1. Where the partnership is at will, the firm may be dissolved by any partner giving notice in writing to all the other partners of his intention to dissolve the firm.
  2. The firm is dissolved as from the date mentioned in the notice as the date of dissolution or, if no date is so mentioned, as from the date of the communication of the notice.

However since your father has died and you are claiming his share in the firm you may have to check if you can file an application for dissolution of the partnership firm as a legal heir.

You may seek other reliefs what you have mentioned thorough civil as well as criminal laws.

You may take the assistance of a lawyer for all such further issues.

 

T Kalaiselvan
Advocate, Vellore
56549 Answers
695 Consultations

5.0 on 5.0

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