Dissolve a partnership firm officially as per a pre-agreement
Jignesh
(Querist) 26 November 2016
This query is : Resolved
We have a partnership firm which is having a registered partnership deed since 1982. The partnership deed simply metions that profit/losses will be shared equally between the partners and partnership is at will. My father who is a partner in the firm with my uncle is now old and week and unable to work due to his health issues. Due to this, My father submitted his reignation from partnership to my uncle last month. Following that an agreement was signed between my uncle and my father on a RS 100 stamp paper with a witness (but it was not notarized). The agreement mentioned that "Mr. X (My father) due to his health related issues has expressed his desire to retire from the partnership firm on 1 st Oct 2016 and both the partners have agreed to dissolve the partnership on 31st October 2016". Also another point in the agreement was mentioned that
A) "After dissolution of firm the property of the firm which is registered in firms name now will be divided between the two partners as per the map attached with the agreement"
B) The loans of the firm will be divided equally between both partners.
And The agreement was signed by both partners.
Now my query is:
1) Now my father is on bed due to his bad health and I have asked my uncle to come to sub-registrar office(Tehsildar) and I will take my father with me so that as per agreement we sign a dissolution deed there and dissolve the firm and divide its property as per the agreement. But my uncle is refusing me to accompany us and sign the dissolution deed in the registrar office. How can I dissolve the firm now as per the agreement? Because I guess based on agreement only sub registrar will not transfer the property of the firm in my fathers name, they need a registered deed.
2) Since this is a two partner firm and in the agreement it was mentioned that both partners have agreed to dissolve the firm from 31st october 2016 so if i am not wrong the partnership as well as the partnership firm is also dissolved by that agreement. My uncle says that he will also not work as properieter after the firm is dissolved but is continously doing the manufacturing operations in the firm after 31st October and also taking goods from suppliers in firms name. What should I do to evacuate my father officialy from this partnership firm and also get the part of the property agreed in the agreement? I am also ready to pay the loans and liabilities of the firm.
Rajendra K Goyal
(Expert) 26 November 2016
Send registered notice to your uncle that the firm is dissolved from 31.10.2016 and he is not authorized to do any business / transaction in the name of the firm.
Can give news paper insertion that the firm is dissolved and your father would not be responsible for any act of the firm after that date.
In case of need take injunction from court against your uncle for not doing any business in the name of the firm.
Rajendra K Goyal
(Expert) 26 November 2016
Get the property in share of your father registered in registrar office to have absolute ownership or file suit for declaration.
Discuss in detail with your lawyer.
kavksatyanarayana
(Expert) 26 November 2016
A Very very clear reply is given by the Expert Mr.R.K. Goyal sir. I agree with the advise of Mr.R.K. Goyal sir.
Rajendra K Goyal
(Expert) 27 November 2016
Expert kavksatyanarayana,
Thanks for agreeing.
