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DEED OF PARTNERSHIP dated 7TH Nov 2020

This deed of Partnership is executed at Jhalarapatan as on 11 th day of January 2021, By


and Between.

1. Shri Somvir Sharma, S/o of Late Shri Sarjeet Sharma aged about 30 Years Resident
of 49, Ismailpur, Buhana, Distt. Jhunjhunu hereinafter referred to as the first party.

2. Smt. Manju Kumari w/o of Shri Anil Kumar aged about 33 years Resident of Ward
No. 47, Dhana, Distt. Jhunjhunu (Raj.)-333504 (The Second Party)

3. Smt. Sumita Devi w/o of Shri Sandeep Kumar aged about 32 years Resident of
Village Moi Bharu, Distt. Jhunjhunu (Raj.)-333516 (The Third Party)

4. Shri Devprakash Son of Shri Satya Pal Singh aged about 35 Years Resident of
Village Goth, Distt. Jhunjhunu (Raj.)- 335316 herein referred to as the Fourth
Party.
NOW THIS INDENTURE WITNESSETH AS FOLLOWS:

1. The Partnership shall be continuing in the Name and Style of M/s Shree Shyam
Enterprises “ The firm”.

2. The registered office of the firm shall be at Plot No. E1-375, Chandarawati Growth
Center, Jhalarapatan, Distt. Jhalawar (Raj.) and such other place or places as the
partners decide from time to time with the mutual consent of the continuing
partners.

3. The Contribution to the firm shall be Rs. 40 Lacs (Forty Lacs only) which was
contributed by the partners in their capital contribution ratio, the same has been
revised as below.

First Party 10% Rs. 4,00,000/- (Rupees Four Lakh Only)


Second Party 30% Rs. 12,00,000/- (Rupees Twelve Lakh Only)
Third Party 30% Rs. 24,00,000/- (Rupees Twenty Four Lakh Only)

4. Any further contribution for the working capital shall be brought by the continuing
partners either at the same proportion or as may be mutual decision.

5. The object of this partnership is to carry the business of Manufacturing of PPC


Polls and other Cement products such as water tank, interlocking tiles etc. It has
been mutually decide that the firm can also enter into any other business with the
mutual consent of all the continuing partners. Presently there is no change in the
same.

6. All the assets (Movable, Immovable and Intellectual Property), purchased by the
firm shall be clear, marketable and free from all encumbrances.

7. Each continuing partner of the firm has a right to access to and inspect and copy
any books of the Firm.

8. A valuation of the Assets, effects and of the Goodwill including the partnership
names shall be made at three times the average net Yearly profits of the preceding
five years or the commencement of the Partnership, whichever is less, for the
purpose to determine the amount due to such a partner who has exited, and the
payment shall be made by the partners remaining with the partnership in
proportion to their respective capital contributions on the date of his exit within
six calendar months from the date of exit, any delay beyond, attracting interest
@12% -per annum from the date of expiry of the said six months till the actual
date of payment. On such a payment being made the share of the partners exited
in the goodwill shall stand vested in the remaining partners of the partnership.
Admission of New Partner

9. No partner shall be introduced as a New Partner without the consent of all the
existing partners. Such incoming partner shall give his prior consent to join as
partner in the firm. The Contribution as well as profit/ Loss sharing ratio shall be
mutually decided by all the existing partners and consented by the incoming
partner. However contribution may be tangible, Intangible, Movable or
Immovable Property.

Cessation of Partnership

Expulsion of Partner

10. No Partner shall be expelled from the firm by the majority of the partners except
in the case of frauds, found guilty of carrying on activities/ business of firm and
other mala fide activities done by such partner. In the expulsion cases, the partner
so expelled shall have the same rights and duties which are available to the
retiring partner.

Retirement / Death of Partner

11. On Retirement of Partner, the retiring partner shall be entitled to full payment in
respect of all his rights, title and interest in the partner as herein provided.
However, upon insolvency of a partner his or her rights, title and interest in the
firm shall come to an end. Upon the death of any of the partners herein any one
of her heirs will be admitted as a partner of the firm in place of such deceased
partner with the permission of all remaining partners as on date. The heirs,
executors and administrators of such deceased partners shall be entitled to and
shall be paid the full payment in respect of the right, title and interest of such
deceased partner. On the death of any partner, if his or her heirs opt not to
become the partner, the surviving partners shall have the option to purchase the
contribution of the deceased partner in the firm.

12. The firm can be wounded up with the consent of all the partners subject to the
provisions of the Indian Partnership Act 1932.

13. Every Partner shall account to partnership for any benefit derived by him without
the consent of the Partnership From any transaction concerning the Partnership,
or from any use by him of the property, name or any business connection to the
Partnership.

14. Every Partner shall indemnity the partnership and the other existing partner for
any loss caused to it by his fraud conduct of the business of the Partnership.
15. Every Partner shall render true accounts and full information of all things effecting
to the Partnership to any partner or his legal representatives.

16. In case any of the Partners of the Firm desires to transfer or assign his interest or
shares in the firm he has to offer the same firstly to the existing partners along
with short notice of 45 days. If existing partners denied purchasing his shares, then
he can also offer it in the Open market.

17. Each Partner shall punctually pay and discharge the separate debts and
engagement indemnify other partners and the firm assets against the same and all
proceedings, costs, claims and demands in respect thereof. Each Partner shall give
full time and devotion may be required for the fulfilment of the objectives of the
firm.

18. No Partner shall without the written consent of the partners of the firm :
A. Employ any money, goods or effects of the firm or pledge, the credit thereof
except in the ordinary course of business and upon the account or for the
benefit for the firm.
B. Lend Money or give credit on behalf of the firm or to have any dealings with
any persons, company or firm whom the other partner previously in writing
have forbidden it to trust or deal with. Any loss incurred though any breach of
provisions shall be made good with the Firm by the partner incurring the same.
C. Enter into any bond or becomes surety or security with or for any person or do
knowingly cause or suffer to be done anything whereby the Firm property or
any part thereof may be seized.
D. Assign, Mortgage or charge his or her share in the firm or any assets or
property thereof or make any other person a partner therein.
E. Compromise or compound or (except upon payment in full) release or
discharge any debt due to the firm except upon the written consent given by
other partners.

19. All the continuing partners shall be responsible for doing the Compliances with
regard to payment of tax, return filing, documents submission, statements and
report furnishing and such other formalities and requirements as applicable to the
firms according to fiscal laws, commercial laws and other rules and regulations
made thereunder.

20. A Partner may lend money to and transact other business with the Partnership,
and in that behalf the partner shall have the same rights and obligations with
respect to the loans or other business transactions as a person who is not a
Partner.
21. Firm is not bound by anything done by a partner in dealing with a person if-
A. The Partner in fact has no authority to act for the firm in doing a particular act.
B. The person knows that he has no authority or does not know or believe him to
be a partner in the firm.

Miscellaneous Provision

22. The Partnership shall indemnify each partner in respect of payments made and
the personal liabilities incurred by him-
A. In the ordinary and proper conduct of the business of the partnership or
B. In or about anything necessarily done for the preservation of the business or
property of the partnership.

23. The accounting year of the firm shall be from the 1 St April of the year to 31 st
March of the subsequent year. The first accounting year shall be from the date of
commencement of the firm till 31st March of the subsequent year.

24. Any Matter or issue relating to the partnership shall be decided by a mutual
consent in number of the partners which shall in every case include the partners
being the original parties hereto so long as they continue as the partners of the
partnership.

25. Each continuing Partner shall render true accounts and full information of all
things affecting the partnership to the partners and on the request to any partner
or his legal representative.

26. If any dispute with regard to meaning, interpretation, understanding of any clause
of this deed or part thereof, business of the partnership, or terms of the other
partnership related documents between the partners or between the parts and
legal heirs of the deceased partners or retiring partner arises then the same shall
be dealt with the provisions of the Arbitration and Conciliation Act, 1996. By
appointing single arbitrator or three arbitrators as the parties under dispute
decide and the decision of the majority would prevail and jurisdiction of the same
shall always be at Jhunjhunu.

27. The firm is entitled to take borrowing loans and other financial assistance from
open market including Banks or Private Arrangement and/or any Government
Institutions on such terms as to payment of interest as may be mutually agreed.
Further the amounts should be raised with the consent of all the parties hereto.

28. Simple interest at the rate of 12% per annum or at such other rate as may be
mutually agreed upon or at such rate not exceeding rate as may be prescribed by
the Income Tax Act in Section 40(b) or such other statutory modifications or re-
enactment thereof as may be in force from time to time, shall be payable on the
amounts standing to the credit of Capital Account, Loan Accounts or Current
Accounts of the Partners, from time to time.

29. The parties hereto shall be entitled to provide for or vary the amount of
interest/remuneration payable and/or the proportion in which the remuneration
shall be divided between the Working Partner as also to add to or to remove from
the working of the Partnership business any of the Partners by a mutual
agreement, to freshly determine the total remuneration payable to the Working
Partner from time to time by executing a Supplementary Deed of Partnership.
Provided that such change shall be effective from the date of such Deed and/or
such other date as may be permissible under the provisions of Income-tax Act,
1962 or such other statutory modification or Re-enactment thereof as may be on
force for the time being.

30. That the parties hereto shall give due intimation of the change to the Registrar of
Firms as required by the Indian Partnership Act and sign the papers necessary
thereof.

31.

32. That continuing partners referred to above shall be the working partners and
equally responsible to look after the day of work of the Partnership business and
the working partners shall be paid remuneration for their active engagement for
the business of the firm. The remuneration Payable to the said working partners
shall be computed in the manner laid down under section 40(b)(v) read with
explanation 3 of the Income Tax Act 1961 or any other applicable provisions as
may be in the force of the Partnership firm for the relevant accounting year.
The remuneration will be calculated as under:
For Book Profit (as defined in Income Tax Act) Upto Rs. 3,00,000/- :
Rs. 1,50,000/- or 90% Book Profit whichever is higher
For Balance of Book Profit : 60 % of Book Profit .
Such amount of remuneration shall be distributed to the working partners in the
following proportions.
A. Shri Somvir Sharma The First Party 10%
B. Smt. Manju Kumari The Second Party 30%
C. Smt. Manju Devi The Third Party 60%

It is further agreed that in case of losses, no profit or lower profit scenario,


remuneration can be reduced or nil which shall be decided at every year.
However the parties hereto may by their mutual consent add, modify or amend,
reduce or cancel this clause in any manner as may be mutually decided by them
from time to time in writing.
33. That the parties shall keep or cause to be kept proper books of account and
documents and shall make entries therein of all receipts, payments and other
matters as is usually done and entered in the books of account kept by persons
engaged in business similar to that of the firm. Each continuing partner shall have
a right to have access to and to inspect and take copy of the same

34. That the net profit of the partnership firm after deduction of all expenses including
rent, salaries, other establishment expenses, interest and remuneration payable to
the partners in accordance with this deed of partnership or any supplementary
deed as may be executed by the partners from time, to time, shall be divided and
distributed amongst the partners in the following proportion:
Sr. No. Name of Party Share in profits
1. Sonvir Sharma 10%
2. Smt. Manju Kumari 30%
3. Smt. Sunita Devi 60%
The losses, if any, including loss of capital suffered in any year shall also be
apportioned in the above said proportion.

35. That the bank account or accounts have been and shall be maintained in the name
of the firm and shall be operated singly or jointly by the continuing partners.

36. The Parties hereto reserves the right to add, delete, alter, amend or modify any of
the clause of this deed and insert other matters as may deem fit with the mutual
consent of continuing partners from time to time by writing a substitution deed of
partnership.

IN WITNESS WHEREOF the parties have put their respective hands the day
hereinabove written.

Signed and Delivered By Witness


Mr. Somvir Sharma

Signed and Delivered by


Smt. manju Kumari Witness

Signed and Delivered by


Smt. Sunita Devi
Signed and Delivered by
Mr. Devprakash

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