Transfer of leasehold
Querist :
Anonymous
(Querist) 22 September 2011
This query is : Resolved
A Regd. partnership was given a plot of land by the West Bengal Govt. for 99 years for setting up factory.The partnership converted into a pvt. ltd. Co. with the partners as the 1st. directors & the taking over of the partnership as one of the main objects.
The Co. applied for loan from a Bank but Bank has refused to accept the lease as an asset as it stands in the name of the partnership & not the Co. Though the Govt. is prepared to accept the Co. as a lessee, it cannot register a fresh lease as under its own rules, if the earlier lease is surrendered, it will have to give the land to the orgn. waiting in queue & not to this Co.
Is there any way by which the Co. can get the leasehold rights transferred without
execution of fresh lease? If so, how & under what provision of law?
Guest
(Expert) 22 September 2011
If The partnership has been converted by passing a resolution/consensus of the members. the articles of association of the company and the minute has to be framed in such a way that the co assumes the entire partnership properties with all rights there as before. Also if there is any provision in lease deed to sub-let or give further lease then sub-let the property by way of a lease to the private complaint on agreement for certain period.
Sailesh Kumar Shah
(Expert) 24 September 2011
There is no need of fresh lease.you need to Show following papers to the bank:
1) Incorporation certificate
2) MOA & AOA of the Company
3) papers related to conversion of partnership firm to company.
4) Balance Sheet of partnership firm as well as company, if any
Querist :
Anonymous
(Querist) 25 September 2011
The MOA of the Co. has, in its main objects stated that the principal object of the Co. is to take over the partnership but as the rule states that a Co. is distinct from its members, the Bank has refused to recognise the Co. as the lessee though the the lessor is prepared to accept it provided that it does not have to execute a fresh lease as in that case, it is bound by its own rules to execute the lease in the name of the concern waiting in queue for the land.
I want to assure Mr. Ganesan & Mr. Shah that all necessary suggestions as given by them have already been complied with but both the Registrar of Registration as well as the Bank are adamant that the fresh lease deed has to be registered as otherwise, they will not recognize the transfer.
The party needs the loan very badly as otherwise, he is not in a position to start his business.
