Advocate Mohammad Kamran
- 10+ Years of Legal Experience
- Enrolled with the Bar Council of Uttar Pradesh
- Certificate of Practice holder
Partnership Deed Drafting in Lucknow
The document that governs a firm — while it is working well, and particularly when it is not.
Corporate and Contracts
What this covers
A partnership deed is written for two situations. The first is the ordinary running of the firm: who contributes what capital, how profits and losses are shared, who may bind the firm and how decisions are taken. The second is the situation nobody expects at the outset — a partner wishing to leave, a partner dying, a disagreement that cannot be resolved. The second is where a deed earns its keep.
Registration of a firm under the Indian Partnership Act, 1932 is not compulsory, but an unregistered firm is under real disabilities, including in enforcing contractual rights through the courts. For a firm that intends to trade and to hold others to their agreements, registration is generally the prudent course, and the deed is drafted with that in view.
Who this may assist
Who this service may assist
If your situation is not listed, it does not mean it cannot be dealt with. It means it should be discussed.
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People starting a firm together
You are going into business jointly and want the terms recorded before trading begins.
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An existing unwritten partnership
The firm has been running on an understanding and now needs a document.
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Firms admitting or losing a partner
A partner is joining, retiring or has died and the deed has to be reconstituted.
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Partners in disagreement
The deed is being tested and you want to know what it actually provides.
Scope
Typical matters handled
- Drafting partnership deeds for new firms
- Reconstitution deeds on admission, retirement or death of a partner
- Capital, profit-sharing, interest on capital and remuneration provisions
- Management, authority to bind the firm, banking operations and decision-making
- Retirement, expulsion, death and dissolution provisions, including valuation and settlement of accounts
- Advice on registration of the firm and on the consequences of remaining unregistered
Process
How the work generally proceeds
The sequence varies with the facts and the forum. This is the usual shape of it.
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Step 01
Settling the commercial basis
Contribution, sharing, roles, remuneration and what each partner is expected to do.
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Step 02
Deciding the decision-making rules
What requires unanimity, what a majority may decide, and who may bind the firm and up to what value.
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Step 03
Drafting the exit machinery
Retirement notice, expulsion grounds, what happens on death, how a share is valued and over what period it is paid out.
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Step 04
Providing for disagreement
A workable mechanism for deadlock, and a dispute-resolution clause that functions.
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Step 05
Execution and registration
Stamping applicable to the deed, execution by all partners, and the application for registration with the Registrar of Firms where the firm is to be registered.
Preparation
Documents commonly required
Bringing what you have makes the first discussion considerably more useful. Missing items can be obtained later.
- Identity and address proof of every partner, with photographs
- Proposed name of the firm and the address of its principal place of business
- Proof of the business premises, such as a rent agreement or ownership document
- Details of the capital each partner is contributing and in what form
- The agreed profit and loss sharing ratio
- Any existing deed, where the firm is being reconstituted
Cautions
Common risks and mistakes
- Operating without a written deedWhere nothing is written, the statutory default provisions apply, and they may not reflect what the partners actually intended.
- No exit mechanismWithout a stated route for retirement and valuation, one partner wishing to leave can paralyse the firm.
- Silence on authorityIf it is not stated who may bind the firm, the firm may be bound by acts no one authorised.
- Leaving valuation to be agreed laterValuing a share is hardest at the moment relations have broken down. The method should be fixed in advance.
- Not registering when the firm intends to tradeThe disabilities attaching to an unregistered firm are usually discovered at the point they hurt most, when a claim has to be enforced.
See also
Related services
Reading
Related Guides
General information notes on this area. They are not legal advice.
The practice
Advocates
Each advocate of the firm is enrolled with the Bar Council of Uttar Pradesh and holds a Certificate of Practice.
Advocate Hamid Razzaq
- 15+ Years of Legal Experience
- Enrolled with the Bar Council of Uttar Pradesh
- Certificate of Practice holder
Advocate Mohd. Mateen
- 20+ Years of Legal Experience
- Enrolled with the Bar Council of Uttar Pradesh
- Certificate of Practice holder
Questions
Frequently asked questions
A partnership can exist without a written deed, but a written and properly executed deed is what allows the firm to be registered and what settles the terms among the partners. Trading without one leaves the statutory defaults to fill the gaps.
That depends on what the deed provides. It may provide for the firm to continue with the remaining partners and for the deceased partner's share to be settled in a stated way, or it may not deal with it at all, in which case the position is governed by the Act and can be considerably less convenient.
Yes, by a supplementary or reconstituted deed executed by all the partners. Where the firm is registered, the change should also be notified so that the record remains accurate.
Yes. See partnership firm registration, or have both done together as one exercise so that the deed and the registered particulars are consistent from the outset.
Where the firm works
Lucknow and Uttar Pradesh Coverage
The firm's office is in Lucknow. Matters arising in other districts of Uttar Pradesh are conducted from Lucknow before the court, tribunal or authority that has jurisdiction over them. There is no branch office elsewhere. Which forum will hear a particular matter depends on its subject, its value and where the cause of action arose, and is confirmed before anything is filed.
This page is general information about an area of practice. It is not legal advice, and it is not an advertisement or a solicitation of work. Reading it creates no advocate–client relationship.
Procedures, limitation periods, court fees, stamp duty and government charges change, and what applies depends on the facts of the particular matter. Nothing here should be acted on without advice on your own documents, and no outcome is promised or predicted.
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