Whereas it is expedient to define and amend the law relating to partnership; it is hereby enacted as follows:
The Bill is sufficiently explained in the Report of the Special Committee printed below.
1. The constitution of the Committee was as follows:
The Honourable Sir Brojendra Lal Mitter, Kt. Bar-at-law, Law Member of the Council of the Governor-General.
(1) Sir Dinshah Fardunji Mulla, Kt. C.I.E., M.A. LL.B., Advocate, Bombay.
(2) Mr. Alladi Krishnaswami Ayyar, Advocate-General, Madras.
(3) Mr. Arthur Eggar, M.A., Bar-at-law, Government Advocate, Rangoon.
Mr. D.G. Mitchell, C.I.E., I.C.S., Officiating Secretary to the Government of India, Legislative Department, attended the meetings of the Committee, and Mr. A. De C. Williams, I.C.S., Deputy Secretary in the same Department, acted as Secretary to the Committee.
2. The engagements of some of its members prevented the Committee from meeting for some time, but it assembled at New Delhi on the 3rd of November 1930, when its first meeting was held, and it continued its deliberations daily until Monday, the 17th. A Bill to define and amend the law relating to partnership, with notes setting forth the reasons for its various provisions which had already been prepared in the Legislative Department, was placed before us and formed the basis of our discussions.
3. In paragraph 8 of the Report of the Special Committee on the Sale of Goods Bill, which was adopted as the Statement of Objects and Reasons to that Bill, it was said :
When Sir James Stephen moved the Indian Contract Bill, he admitted that it was not and could not pretend to be, a complete Code upon the branch of law to which it related. He, however, expressed a hope that in later years it would be easy to enact supplementary chapters relating to the several branches of the law of contract which the Bill did not touch. This hope has never been fulfilled. In later years it was found more convenient to have separate enactments for the several branches of the law of contract, e.g., the Transfer of Property Act, the Negotiable Instruments Act, and the Merchant Shipping Act. In our opinion, in view of the complexity of modern conditions, the time has now come when this process should be accelerated by embodying the different branches of law relating to contract in separate self-contained enactments; and we hope that the Bill which we attach to our Report may be passed into law at an early date and may be but the first of the series required to complete the task which we have outlined above.
The present Bill is the second of the series foreshadowed by the Special Committee, and like its predecessor it is based on the corresponding English Act, in this case the Partnership Act, 1890, (53 and 54 Vict., c. 39). The law relating to partnership is at present contained in Chapter XI of the Indian Contract Act, 1872, which was based on the rules included in the Report of the Indian Law Commission presided over by Lord Romilly, in 1866. These rules were based on English precedents. The main object then in view was, in the words of Sir James Stephen who piloted the Indian Contract Bill through the Council, that of providing a body of law to the Government of the country so expressed that it might be readily understood both by English and Indian Government servants without extrinsic help from the English law libraries. With that object in view the Select Committee on the Indian Contract Bill, in its Report dated 22nd February 1870, said that many important matters relating to partnership were left unnoticed in Chapter XI. In addition to these omissions the development of trade in India has shown further matters on which legislation is now required. In the absence of clear and definite rules on these points Indian Courts have held that Chapter XI of the Indian Contract Act is not exhaustive and have relied on analogies drawn from the English law. In regard to partnership the position is much the same as that in regard to the sale of goods, and the remarks of the Special Committee on the Sale of Goods Bill in paragraph 6 of their Report may be repeated with cogency:
Whatever merit the simple and elementary rules embodied in the Indian Contract Act may have had, and however sufficient and suitable they may have been for the needs which they were intended to meet in 1872, the passage of time has revealed defects the removal of which has become necessary in order to keep the law abreast of the developments of modern business relations.
4. The Special Committee showed that the English Sale of Goods Bill was a very successful and correct codification of this branch of the mercantile law and that it had been adopted in most of the British possessions and many of the United States of America, with only such small variations as were found necessary to adapt its provisions to local circumstances. The Special Committee, therefore, adopted the Sale of Goods Act, 1893, as the source of the Indian Sale of Goods Bill, and modified it only to the small extent required to adapt it to Indian conditions. The Bill as drafted by them became the Indian Sale of Goods Act, 1930 (Act 3 of 1930), with a few minor modifications.
5. The English Partnership Act, 1890, affords both a comparison with and a contrast to the Sale of Goods Act, 1893. The law it contains has been adopted in nearly all the British Dominions and Colonies and it also forms the basis of a uniform Partnership Act which is in force in the United States of America. Herein it affords a comparison with the Sale of Goods Act and there can be no doubt that if its provisions are closely followed in India, the commercial community will derive great advantages. Sir Courtney Ilbert has remarked:
Experience shows that whenever Parliament passes a good law carefully framed like the Bill of Exchange Act or the Sale of Goods Act, Legislatures in other parts of the British Dominions readily copy it or adapt it. This would presumably be the best mode of obtaining such kind and amount of uniformity in commercial legislation throughout the Empire as is in existing circumstances feasible and desirable. [Vide the article on Unification of Commercial Law in Vol. II of the Journal of Comparative Legislation.]
The Partnership Act, 1890, has received some approval from legal commentators, and is generally recognised as a useful Code embodying most of the law applicable to modern partnerships. In the Introduction to the 9th Edition of Lindley on Partnership it is said that the Act has the merit of reducing a mass of law, previously undigested except by private authors, into a series of propositions authoritatively expressed.
6. The Partnership Act, 1890, however, has not been such a successful piece of codification as the English Sale of Goods Act, 1893, and herein lies the contrast. The full context of the quotation from Lindley given above runs as follows:
Opinions will naturally differ as to the utility of Statutes which deal with important branches of law, but which do not profess to deal with them exhaustively. No doubt an incomplete piece of work is unsatisfactory; but it does not follow that such a work is not worth executing; if it is well done as far as it goes, it may be a great boon; and the Partnership Act, 1890, although imperfect, has the merit of reducing a mass of law, previously undigested except by private authors, into a series of propositions authoritatively expressed and as carefully considered as any Act of Parliament is likely to be.
The learned author of the treatise proceeds to discuss the difficulty of passing a considered code of law on a technical subject through a democratic Legislature like Parliament and he concludes : Taken as a whole the law of England, both civil and criminal, is well adapted to the requirements of the English people; but it sadly wants methodising and authoritative revision; and any such revision of any branch of it is a distinct gain. From this point of view the Act in question (i.e., the Partnership Act, 1890) is decidedly useful, although it is by no means a perfect measure, nor even as good as Parliament might have made it.
These remarks have encouraged us to depart from the precedent of the Sale of Goods Bill, where the English Act was modified in a few particulars only, and to use the Partnership Act, 1890, with some degree of freedom. Nevertheless, the Bill does not alter in any substantial way the English law of Partnership or the Indian law of Partnership, which is based thereon. The main principles are the same, and likewise all important details. The deviations in principle it does show are on minor points, and have been introduced in order to adapt the law to Indian conditions or to supplement it in places where it is incomplete, or are supported by the views of authoritative commentators. Further, the wording of clearly defined principles in the Partnership Act, 1890, has been freely adopted. Admittedly, any change in the wording of the English Act may have the disadvantage of making useful English decisions difficult to apply to Indian cases, but it is anticipated that the practical identity in substance of the two Acts and the similarity in wording of important provisions will avoid this undesirable result and will attract to difficult cases in India the benefits of English judicial experience.
7. The main source of the difference between the Bill and the Partnership Act, 1890, lies in the greater emphasis given in the Bill to the personality of a firm. On this subject Lindley remarks on p. 4:
One feature peculiar to the English law of Partnership, and distinguishing it from the laws of other European countries and of Scotland, was the persistency with which the firm, as distinguished from the partners composing it, was ignored both at law and in equity. As no one can owe money to himself, it was held that no debt could exist between any member of a firm and the firm itself; and although Courts of Equity, in winding up the concerns of a firm, treated the firm as the debtor or creditor of its members as the case might be, yet this was only for purposes of book-keeping, and in order to arrive at the net balance to be paid to or by each of the partners on the ultimate settlement of their accounts. This non-recognition of the firm was a defect in the law of partnership; and it is to be regretted that the Partnership Act did not go further than it did in the direction of assimilating the English law to the Scotch. Had it done so, the difficulties of suing and being sued, and of dealing with partners abroad, would have been greatly diminished.
8. The Bill goes someway to meet Lindley's criticism but it adheres strictly to the old established English and Indian view that a firm is not a legal person. The emphasis above referred to arises from two causes, the first of which is a mere matter of wording. The English Act defines the word partnership as being the relation which subsists between persons carrying on a business in common with a view to profit, and, as regards a firm it says that persons who have entered into partnership with one another are for the purposes of this Act called collectively a firm. It appears that the framers of the English Act wished throughout to lay stress on the abstract relation of partnership and to avoid giving colour to the view that the firm has any degree of personality, for in the Act the term partnership is frequently used in the sense of firm , and also as an adjective in the sense of belonging to a firm or relating to a firm . The use of the defined word firm seems almost to be avoided. The Bill confines the word partnership to its legitimate defined meaning of the relation which exists between partners, and wherever the partners themselves are referred to collectively it uses the word firm . Hence the word firm occurs very frequently in the Bill, whereas the word partnership occurs rarely, and thereby the Bill, as compared with the English Act, emphasises the concrete thing the firm, as against the abstract relation, the partnership.
9. The second cause of the emphasis is very largely a matter of arrangement. The strict view of the existing law, placing full stress upon the abstract relation of partnership, is that on any change amongst the persons comprising a partnership there is in fact a new partnership (Lindley, p. 166). This, however, is not the practical or commercial view of a firm, whereunder a firm has a sufficient degree of personality and of continuity to justify such common places as advertisements which claim that a firm has been established for over a century. Even the English law as expressed in the Partnership Act, 1890, has been forced to depart from the strict legal view of the firm, for it speaks of changes in a firm, or persons dealing with a firm after a change in its constitution, of debts due from the firm to a partner, and uses other phrases conceding some degree of personality to the firm, and of continuity in its existence in spite of internal changes. The Bill goes in this direction to the limits which are already implied in the English Act and it collects together in a separate Chapter, entitled Incoming and outgoing partners all provisions which directly bear upon the introduction, retirement, expulsion, insolvency and death of partners in those cases where the business of the firm is carried on without a dissolution of partnership. The result is that, apart from the preliminary Chapter and the Chapter on The nature of partnership, the Bill has three Chapters which deal with the working firm, namely
Chapter III Relations of partners to one another.
Chapter IV Relations of Partners to third parties.
Chapter V Incoming and Outgoing Partners,
and one Chapter relating to the extinction of a firm, namely
Chapter VI Dissolution of a firm.
10. We hope that this re-arrangement of the Partnership Act, 1890, will be of practical convenience to lawyers and businessmen in that very numerous class of cases where there is a change in the constitution of a firm without a dissolution. The new Chapter V contains a number of concise propositions, setting out the legal consequences flowing from changes in the personnel of a firm when there is no dissolution, which are embodied in various sections of the English Act scattered throughout the all three of its parts. The re-arrangement has also the advantage of confining Chapter VI strictly to provisions relating to the dissolution of a firm and its legal consequences. But we must emphasise again that in so re-arranging the English Act, we have not departed from any of its outstanding conceptions or principles.
11. One of us would prefer to go much further and would propose that, for the whole of Chapter II and sub-clauses (a) and (b) of Clause 2, the following should be substituted :
4. (1) A firm is an association of persons who have joined together for the purpose of conducting some kind of lawful trade, profession, calling or enterprise, as a business venture, with the object of obtaining profit by dealing with third parties, each of the members of the association being in the position of a principal in all such dealings.
(2) The members of a firm are called partners ; their mutual relationship is called partnership ; the name under which the business is carried on is called the firm name ; and an act of the firm is an act or omission in which all the partners are deemed to take part.
5. Every firm shall be deemed to be constituted by a contract between the partners whereby they agree that their partnership shall be governed by the Articles of Partnership stated in the schedule.
Provided that the partners may, at any time, expressly or impliedly, agree to terms of partnership to the contrary of, or in addition to, such Articles.
According to this scheme, the Articles of Partnership in the Schedule would include all provisions of the Bill which relate to such of the mutual rights and duties of partners as are subject to contract between the partners. This scheme would relegate practically the whole of Chapter III and portions of Chapters IV, V and VI to the Schedule. The rest of us, however, consider that this scheme would be too sweeping an innovation, and we prefer to have the whole of the law set out and logically arranged in the statute itself.
12. In addition to the pure law of partnership the Bill contains an important new Chapter on the registration of firms Chapter VII. The history of the proposals for some measure of this kind in India goes as far back as 1867, when the Bombay Chamber of Commerce first made the suggestion that legislation should be undertaken for the compulsory registration of firms. The step was then deemed to be impracticable, but ever since at frequent intervals various mercantile bodies, sometime supported by Local Governments, have pressed for some such legislation in the interests of the trading public. The movement was strengthened by the passing of the Registration of Business Names Act, 1916 (5 and 6 George V, c. 58), which furnished a useful precedent. This Act inter alia makes the registration of all firms compulsory, attaches a penalty to failure to register, and renders persons who are in default incapable of bringing a suit to enforce their claims as partners, whether against their co-partners or against third parties. In 1918 the Industrial Commission recommended a system of compulsory registration, and in 1925 the Civil Justice Committee made specific recommendations somewhat on the lines of the Registration of Business Names Act, 1916, but excepting firms with a capital below Rs. 500. In 1920 the legislature of Burma passed the Burma Registration of Business Names Act, 1920, which applied the principle of compulsory registration to certain towns in Burma..
13. All the proposals made at various times were considered by the Government of India, but, owing either to lack of unanimity among the proposers or the difficulties-in the proposals themselves, no conclusions were come to which could form the basis of a Bill which held any promise to a successful passage through the Indian legislature. These difficulties related to,
(1) Hindu undivided families,
(2) Short-lived partnerships, and
(3) firms in a small way of business, and a short discussion of these will disclose the reasons why nothing so far has been done, and will help to explain the present proposals.
14. A Hindu undivided family may carry on a family business exclusively for its own benefit, or it may carry on a business with one or more outsiders as partners with the family. To require that each member of such a family should have his name registered in a register of firms has all along been deemed to be an impracticable step. Every male child born would have to be registered, and every death or partition that occurred would involve changes in the register. It has been recognised that such a proposal would be resented by the Hindu community and probably would not be effective. However, this difficulty may be avoided, as was pointed out by the present Law Member in his evidence before the Industrial Commission in 1918. A Hindu undivided family carrying on a family business may have many of the characteristics of firm, but it is not a firm. Partnership arises only from contract and is not created by status or obtained by birth. The law of partnership has no application to these families, whose internal relations and liabilities for the acts of members are governed entirely by the Hindu law. Even in the case where a trading family enters into partnership with outsiders no special provision for the registration of its members is needed. As partnership arises only from contract, only that member who makes the contract of partnership with outsiders can be considered to be a partner. He may or he may not represent the whole family, and only his interest or the whole joint family property may be liable for the debts of the firm; but these are questions of fact mainly, or, where there are mixed questions of fact and law, the law is not that of partnership but is the Hindu law. If the partner member does represent the family and if his share of the profits of the firm goes into the family stock, then the whole of the joint family property will be liable for the debts of the firm. But if the partner member is trading on his own responsibility and keeps the profits to himself then the creditors of the firm cannot realise their claims against the firm from the joint family property, beyond the extent of the interest of the partner member. It will be seen that the principles of law involved are principles of the Hindu law, and that they are the same principles which are applied to all dealings by the manager or representative of the joint family.
15. No attempt to smooth the path of litigation against a Hindu undivided family has been made, for example, in the recent Transfer of Property (Amendment) Act, 1929, or Sale of Goods Act, 1930, though the difficulties exist on a much greater scale in connection with mortgages and sales by Hindu families generally than in connection with the restricted class of the mercantile transactions of Hindu trading families. It is submitted that the attempt need not be made now, for the limited purpose of partnership, to the prejudice of the passing of an otherwise useful measure.
16. The difficulties connected with shortlived partnerships and with firms in a small way of business may be considered together. It has been pointed out repeatedly with much force that to require small or ephemeral joint ventures to be registered would produce little public benefit and would act as clog on petty enterprise; and such ventures are so numerous that any small benefit to be derived from registration would be counter-balanced by the clerical labour involved. Hence, there have been proposals, like that of the Civil Justice Committee, that firms with less than certain capital should be exempt, or that the disability to sue arising from non-registration should apply only to suits above a certain value; but none of these proposals have survived examination. The capital of a firm may be an elusive quantity and it is frequently a fluctuating quantity; and to use the valuation of a suit in order to determine whether the suit lies or not is likely to lead to improper devices and to perjury. The Bill seeks to overcome this class of difficulty by making registration optional, and by creating inducements to register which will only bear upon firms in a substantial and fairly permanent way of business.
17. The outlines of the scheme are briefly as follows. The English precedent in so far as it makes registration compulsory and imposes a penalty for non-registration has not been followed, as it is considered that this step would be too drastic for a beginning in India, and would introduce all the difficulties connected with small and ephemeral undertakings. Instead, it is proposed that registration should lie entirely within the discretion of the firm or partner concerned; but, following the English precedent, any firm which is not registered will be unable to enforce its claims against third parties in the civil Courts; and any partner who is not registered will be unable to enforce his claims either against third parties or against his fellow partners. One exception to this disability is made Any unregistered partner in any firm, registered or unregistered, may sue for dissolution of the firm. This exception is made on the principle that registration is designed primarily to protect third parties, and the absence of registration need not prevent the disappearance of an unregistered or imperfectly registered firm. Under this scheme a small firm, or a firm created for a single venture, not meeting with difficulty in getting payment, need never register; and even a firm with a large business need not register until it is faced with litigation. Registration may then be effected at any time before the suit is instituted. The rights of third parties to sue the firm or any partner are left intact.
18. Once registration has been effected the statements recorded in the register regarding the constitution of the firm will be conclusive proof of the facts therein contained against the partners making them, and no partner whose name is on the register will be permitted to deny that he is a partner, with certain natural and proper exceptions which will be indicated later. This should afford a strong protection to persons dealing with firms against false denials of partnership and the evasion of liability by the substantial members of a firm.
19. The framing of inducements to register changes in a firm has been difficult, but the devices proposed in the Bill are put forward as being as strong as may be created, in the absence of penal sanction and without altering any of the established principles of partnership law. As regards a partner newly introduced into the firm, if he fails to register he will incur a grave risk of being unable to claim his dues from his partners, and will have to rely solely on their good faith or sue for dissolution. On the other hand, the third party who deals with a firm and knows that a new partner has been introduced can either make registration of the new partner a condition for further dealings, or content himself with the certain security of the other partners and the chance of proving by other evidence the partnership of the new but unregistered partner. A third party who deals with a firm without knowing of the addition of a new partner counts on the credit of the old partners only, and will not be prejudiced by the failure of the new partner to register.
20. As regards outgoing partners the Bill provides that the estate of a deceased partner or of an insolvent partner is in no case liable for the acts of the firm after his death or insolvency. This rule is well established and is hard and fast. Nothing in the way of registration of the death or insolvency of a partner, therefore, can improve the position of third parties, and no inducement need be offered, beyond the desire which will actuate most firms to keep their entry in the register up to date, for the information and benefit of intending customers. These are the exceptions mentioned above, where the existence of a name on the register may not establish the partnership of the person named.
21. As regards retired or expelled partners, who are legally on the same footing, there will be strong inducement to have the changes noted in the register. The law provides that a retired or an expelled partner continues to be liable for the acts of the firm, and the firm continues to be liable for any act of theirs purporting to be done on behalf of the firm, until public notice is given of the retirement or expulsion. Clause 71 (now Section 72) of the Bill provides that this public notice can be given as regards retirement and expulsion only by notice to the Registrar, which will be recorded in the register. Hence, when a partner retires or is expelled, it will be in his own interest and also in the interest of the remaining partners to give immediate notice of the change to the Registrar.
22. Similar considerations apply when a firm is dissolved. All the partners will still be liable for the acts of any of them which would have bound the firm if done before its dissolution until public notice is given. Here again, it will be in the interest of all the partners that early notice should be given, and this can only be done by notice to the Registrar.
23. To sum up, it is anticipated that once a firm has been registered the register of firms will continue to contain a complete and up to date list of all partners who will be liable for the debts of the firm to persons who propose to deal with the firm.
24. One more point regarding the registration of firms calls for mention. It is proposed that the chapter, in so far as it provides machinery for registration, amendment of the register, grant of copies and so forth, should come into force along with the rest of the Bill, so that firms may apply for registration at once. The clause regarding the conclusive nature of the statements recorded in the register will come into force at the same time. However, it would obviously be unjust to make all unregistered firms and partners incapable of suing until they have had a reasonable opportunity to register; and it is proposed that they should be allowed one year, by enacting that the clause rendering them incapable of suing shall not come into force until one year after the commencement of the rest of the Act [see Sub-Section (3) of Section 11].
25. It has already been indicated that the Bill contains other provisions which are not contained in the Partnership Act, 1890. These are considered in detail in the Notes on Clauses, but one set of provisions is important enough to justify its mention in this Report. In the Introduction to Lindley page 8 it is said, under the marginal head Goodwill ; One matter of great practical importance and of some difficulty is unfortunately not dealt with, i.e., the goodwill of dissolved firm and the extent to which, and the persons by whom, the use of its name may be continued. Sir Frederick Pollock's Bill dealt with these points; as did also the Bill which passed the House of Commons in 1889, and the Bill which was brought into the House of Lords in 1890. But owing, it is believed, to differences of opinion, and to the difficulty of arriving at a conclusion which would be acceptable to both Houses of Parliament, the clauses relating to these subjects were struck out. The law upon them must therefore be extracted from judicial decisions and the doubts and difficulties which beset questions arising on these subjects must remain for future judicial or legislative solution.
Perhaps a reason for the differences of opinion on the clauses relating to goodwill was that they were framed generally, and not with application to the goodwill of firms only. Sir Frederick Pollock himself says in his Digest of the Law of Partnership (12th Edn. pages 121-22) : The act does not make any express provision for disposing of the goodwill on the dissolution of a firm. Probably this is due to the consideration that the rules of law relating to goodwill are not confined to cases where a business has been carried on in partnership, and therefore do not belong to the law of partnership in any exact sense. Nevertheless the rules have been settled chiefly by decisions in partnership cases, and the question of goodwill is one of those which ought always to be considered and provided for in the formation of a partnership, and constantly has to be considered on its dissolution, whether provided for or not.
It is considered that the views of these two eminent writers should be followed, and accordingly provision is made in the Bill for the disposal of the goodwill of a firm. [See Section 55]. Provisions governing the sale of goodwill generally would be out of place, but they are of sufficient importance in their bearing on firms, to justify their inclusion in a restricted form. There is perhaps no statute on the Indian Statute Book where general provisions could find a logical place, but it is hoped that the provisions now proposed for the goodwill of firms will be found to contain principles which may be used as a general guide.
PRELIMINARY
(1) This Act may be called the Indian Partnership Act, 1932.
2[(2) It extends to the whole of India 3[* * *].]
(3) It shall come into force on the 1st day of October, 1932, except Section 69, which shall come into force on the 1st day of October, 1933.
Dadra and Nagar Haveli. In its application to the State of Dadra and Nagar Haveli, for sub-section (3), substitute the following:
(3) It shall come into force at once except Section 69 which shall come into force on the 1st day of July, 1966. Regn. VI of 1963 as amended by Regn. II of 1965.
Goa, Daman And Diu. Same as in Dadra and Nagar Haveli except for the date of enforcement of Section 69 which is January 1, 1965 Regn. XI of 1963.
Laccadive, Minicoy and Amindivi Islands. In its application to the State of Laccadive, Minicoy and Amindivi Islands, for sub-section (3), substitute the following:
(3) It shall come into force at once except Section 69, which shall come into force on the expiry of a period of one year from the date of commencement of the rest of this Act. Regn. VIII of 1965, Section 3 and Schedule I.
Pondicherry. Same as in Dadra and Nagar Haveli, except for the date of enforcement of Section 69 which is July 1, 1964 Regn. VII of 1963, Section 3 and Schedule I.
In this Act, unless there is anything repugnant in the subject or context,
(a) an act of a firm means any act or omission by all the partners or by any partner or agent of the firm which gives rise to a right enforceable by or against the firm;
(b) business includes every trade, occupation and profession;
(c) prescribed means prescribed by rules made under this Act;
(d) third party used in relation to a firm or to a partner therein means any person who is not a partner in the firm; and
(e) expressions used but not defined in this Act and defined in the Indian Contract Act, 1872 (9 of 1872), shall have the meanings assigned to them in that Act.
Maharashtra. In Section 2 of the Indian Partnership Act, 1932, in its application to the State of Maharashtra after clause (c), the following clause shall be inserted, namely:
(C-1) Registrar means the Registrar of Firms appointed under sub-section (1) of Section 57 and includes the Deputy Registrar of Firms and Assistant Registrar of Firms appointed under sub-section (2) of that section; Mah. Act 29 of 1984, Section 2 (w.e.f. 1-1-1985).
The unrepealed provisions of the Indian Contract Act, 1872, save insofar as they are inconsistent with the express provisions of this Act, shall continue to apply to firms.
Notes Though the Indian Partnership Act is now an independent Act 9 of 1932 but previous to this date, the Law of Partnership was a part (Ch. XI) of the Indian Contract Act of 1872. This present section expressly recognises that the Law of Partnership is still a branch of the law of contract and provides that the general provisions of the Indian Contract Act shall continue to govern the partnership transactions insofar as they are not inconsistent with the provisions of this Act.
THE NATURE OF PARTNERSHIP
Partnership is the relation between persons who have agreed to share the profit of a business carried on by all or any of them acting for all.
Persons who have entered into partnership with one another are called individually partners and collectively a firm and the name under which their business is carried on is called the firm name .
The relation of partnership arises from contract and not from status;
and, in particular, the members of a Hindu undivided family carrying on a family business as such, or Burmese Buddhist husband and wife carrying on business as such, are not partners in such business.
Goa, Daman and Diu. In its application to the State of Goa, Daman and Diu, for the words Burmese Buddhist husband and wife carrying on business as such , substitute the words a husband and wife under the regime of communion of property carrying on business as such. Goa, Daman and Diu Act 6 of 1966, Section 2 (22-8-1966).
In determining whether a group of persons is or is not a firm, or whether a person is or is not a partner in a firm, regard shall be had to the real relation between the parties, as shown by all relevant facts taken together.
Explanation 1. The sharing of profits or of gross returns arising from property by persons holding a joint or common interest in that property does not of itself make such persons partners.
Explanation 2. The receipt by a person of a share of the profits of a business, or of a payment contingent upon the earning of profits or varying with the profits earned by a business, does not of itself make him a partner with the persons carrying on the business;
and, in particular, the receipt of such share or payment
(a) by a lender of money to persons engaged or about to engage in any business,
(b) by a servant or agent as remuneration,
(c) by the widow or child of a deceased partner as annuity, or
(d) by a previous owner or part owner of the business, as consideration for the sale of the goodwill or share thereof,
does not itself make the receiver a partner with the persons carrying on the business.
Where no provision is made by contract between the partners for the duration of their partnership, or for the determination of their partnership, the partnership is partnership at will .
A person may become a partner with another person in particular adventures or undertakings.
Notes Particular Partnership. Such partnership is limited to a particular transaction or adventure or undertaking. In partnership of this kind the partners incur no responsibility beyond the limits of the particular adventure or undertaking, but the three elements of partnership, namely, agreement, business and mutual agency must exist in this kind of partnership also. For illustration, two solicitors may be partners insofar as a particular case is concerned when they agree to share the profits accuring therefrom, but no further. So also a partner may be limited to the purchase and sale of particular jewels.
RELATION OF PARTNERS TO ONE ANOTHER
Partners are bound to carry on the business of the firm to the greatest common advantage, to be just and faithful to each other, and to render true accounts and full information of all things affecting the firm to any partner or his legal representative.
Maharashtra. In its application to the State of Maharashtra, in Section 9 of the principal Act, for the words or his legal representative the words , his heir or legal representative shall be substituted. Mah. Act 29 of 1984, S. 3 (w.e.f. 1-1-1985).
Every partner shall indemnify the firm for any loss caused to it by his fraud in the conduct of the business of the firm.
(1) Subject to the provisions of this Act, the mutual rights and duties of the partners of a firm may be determined by contract between the partners, and such contract may be expressed or may be implied by a course of dealing.
Such contract may be varied by consent of all the partners, and such consent may be expressed or may be implied by a course of dealing.
Agreements in restraint of trade. (2) Notwithstanding anything contained in Section 27 of the Indian Contract Act, 1872 (9 of 1872), such contracts may provide that a partner shall not carry on any business other than that of the firm while he is a partner.
Subject to contract between the partners
(a) every partner has a right to take part in the conduct of the business;
(b) every partner is bound to attend diligently to his duties in the conduct of the business;
(c) any difference arising as to ordinary matters connected with the business may be decided by a majority of the partners, and every partner shall have the right to express his opinion before the matter is decided, but no change may be made in the nature of the business without the consent of all the partners; and
(d) every partner has a right to have access to and to inspect and copy any of the books of the firm.
Maharashtra. In its application to the State of Maharashtra, in Section 12 of the principal Act,
(a) in clause (c), the word and appearing at the end shall be deleted;
(b) in clause (d), for the words books of the firm , the words books of the firm; and shall be substituted;
(c) after clause (d), the following clause shall be added, namely:
(e) in the event of the death of a partner, his heirs or legal representatives or their duly authorised agents shall have a right of access to and to inspect and copy any of the books of the firm. Mah. Act 29 of 1984, S. 4 (w.e.f. 1-1-1985).
Notes This section deals with the rules determining mutual relations of partners. All these rules are, however, subject to contract between the partners that is, the rules will govern so far as they are not excluded or varied by agreement between the parties which may be proved by an express declaration to that effect or may be determined from the conduct of the parties.
Subject to contract between the partners
(a) a partner is not entitled to receive remuneration for taking part in the conduct of the business;
(b) the partners are entitled to share equally in the profits earned, and shall contribute equally to the losses sustained by the firm;
(c) where a partner is entitled to interest on the capital subscribed by him, such interest shall be payable only out of profits;
(d) a partner making, for the purposes of the business, any payment or advance beyond the amount of capital he has agreed to subscribe, is entitled to interest thereon at the rate of six per cent per annum;
(e) the firm shall indemnify a partner in respect of payments made and liabilities incurred by him
(i) in the ordinary and proper conduct of the business, and
(ii) in doing such act, in an emergency, for the purpose of protecting the firm from loss, as would be done by a person of ordinary prudence, in his own case, under similar circumstances, and
(f) a partner shall indemnify the firm for any loss caused to it by his wilful neglect in the conduct of the business of the firm.
Notes Scope. This section is one of the most important sections of this Act, which provides important rules relating to the mutual rights, duties and obligations of partners inter se in the absence of a contract to the contrary.
Subject to contract between the partners, the property of the firm includes all property and rights and interests in property originally brought into the stock of the firm, or acquired, by purchase or otherwise, by or for the firm, or for the purposes and in the course of the business of the firm, and includes also the goodwill of the business.
Unless the contrary intention appears, property and rights and interest in property acquired with money belonging to the firm are deemed to have been acquired for the firm.
Subject to contract between the partners, the property of the firm shall be held and used by the partners exclusively for the purposes of the business.
Subject to contract between the partners,
(a) if a partner derives any profit for himself from any transaction of the firm, or from the use of the property or business connection of the firm or the firm-name, he shall account for the profit and pay it to the firm;
(b) if a partner carries on any business of the same nature as and competing with that of the firm, he shall account for and pay to the firm all profits made by him in that business.
17. Subject to contract between the partners:
(a) Rights and duties of partners after a change in the firm. Where a change occurs in the constitution of a firm, the mutual rights and duties of the partners in the reconstituted firm remain the same as they were immediately before the change, as far as may be;
(b) After the expiry of the term of the firm. Where a firm constituted for a fixed term continues to carry on business after the expiry of that term, the mutual rights and duties of the partners remain the same as they were before the expiry, so far as they may be consistent with the incidents of partnership at will; and
(c) And where additional undertakings are carried out. Where a firm constituted to carry out one or more adventures or undertakings carries out other adventures or undertakings, the mutual rights and duties of the partners in respect of the other adventures or undertakings are the same as those in respect of the original adventures or undertakings.
RELATIONS OF PARTNERS TO THIRD PARTIES
Subject to the provisions of this Act, a partner is the agent of the firm for the purposes of the business of the firm.
(1) Subject to the provisions of Section 22, the act of a partner which is done to carry on, in the usual way, business of the kind carried on by the firm, binds the firm.
The authority of a partner to bind the firm conferred by this section is called his implied authority .
(2) In the absence of any usage or custom of trade to the contrary, the implied authority of a partner does not empower him to
(a) submit a dispute relating to the business of the firm to arbitration,
(b) open a banking account on behalf of the firm in his own name,
(c) compromise or relinquish any claim or portion of a claim by the firm,
(d) withdraw a suit or proceeding filed on behalf of the firm,
(e) admit any liability in a suit or proceeding against the firm,
(f) acquire immovable property on behalf of the firm,
(g) transfer immovable property belonging to the firm, or
(h) enter into partnership on behalf of the firm.
The partners in a firm may, by contract between the partners, extend or restrict the implied authority of any partner.
Notwithstanding any such restriction, any act done by a partner on behalf of the firm which falls within his implied authority binds the firm, unless the person with whom he is dealing knows of the restriction or does not know or believe that partner to be a partner.
A partner has authority, in an emergency, to do all such acts for the purpose of protecting the firm from loss as would be done by a person of ordinary prudence, in his own case, acting under similar circumstances, and such acts bind the firm.
In order to bind a firm, an act or instrument done or executed by a partner or other person on behalf of the firm shall be done or executed in the firm name, or in any other manner expressing or implying an intention to bind the firm.
An admission or representation made by a partner concerning the affairs of the firm is evidence against the firm, if it made in the ordinary course of business.
Notice to a partner who habitually acts in the business of the firm of any matter relating to the affairs of the firm operates as notice to the firm, except in the case of a fraud on the firm committed by or with the consent of the partner.
Notes Notice to a partner. The general rule is that a notice to a principal is notice to all his agents; and notice to an agent of matters connected with his agency is notice to the principal. The words, notice to one partner is notice to all , mean that a firm cannot, in its character of principal, set up the ignorance of some of its members against the knowledge of others of whose acts it claims the benefit or by whose acts it is bound. It also means that when it is necessary to prove that a firm had notice, all that need be done is to show that notice was given to one of its members who habitually acts in the partnership. The conditions necessary for the application of this section are as follows:
(i) That the partner is one who habitually acts in the business of the firm.
(ii) That the notice to him relates to the affairs of the firm.
(iii) That no fraud is committed by or with the consent of that partner.
Every partner is liable, jointly with all the other partners and also severally, for all acts of the firm done while he is a partner.
Where, by the wrongful act or omission of a partner acting in the ordinary course of the business of a firm, or with the authority of his partners, loss or injury is caused to any third party, or any penalty is incurred, the firm is liable therefor to the same extent as the partner.
Where
(a) a partner acting within his apparent authority receives money or property from third party and misapplies it, or
(b) a firm in the course of its business receives money or property from a third party, and the money or property is misapplied by any of the partners while it is in the custody of the firm,
the firm is liable to make good the loss.
(1) Any one who by words spoken or written or by conduct represents himself, or knowingly permits himself to be represented, to be a partner in a firm, is liable as a partner in that firm to any one who has on the faith of any such representation given credit to the firm, whether the person representing himself or represented to be a partner does or does not know that the representation has reached the person so giving credit.
(2) Where after a partner's death the business is continued in the old firm name, the continued use of that name or of the deceased partner's name as a part thereof shall not of itself make his legal representative or his estate liable for any act of the firm done after his death.
(1) A transfer by a partner of his interest in the firm, either absolute or by mortgage, or by the creation by him of a charge on such interest, does not entitle the transferee, during the continuance of the firm, to interfere in the conduct of the business, or to require accounts, or to inspect the books of the firm, but entitles the transferee only to receive the share of profits of the transferring partner, and the transferee shall accept the account of profits agreed to by the partners.
(2) If the firm is dissolved or if the transferring partner ceases to be a partner, the transferee is entitled against the remaining partners to receive the share of the assets of the firm to which the transferring partner is entitled, and, for the purpose of ascertaining that share, to an account as from the date of the dissolution.
A person who is a minor according to the law to which he is subject may not be a partner in a firm, but, with the consent of all the partners for the time being, he may be admitted to the benefits of partnership.
(2) Such minor has a right to such share of the property and of the profits of the firm as may be agreed upon, and he may have access to and inspect and copy any of the accounts of the firm.
(3) Such minor's share is liable for the acts of the firm, but the minor is not personally liable for any such act.
(4) Such minor may not sue the partners for an account or payment of his share of the property or profits of the firm, save when severing his connection with the firm, and in such case the amount of his share shall be determined by a valuation made as far as possible in accordance with the rules contained in Section 48:
Provided that all the partners acting together or any partner entitled to dissolve the firm upon notice to other partners may elect in such suit to dissolve the firm, and thereupon the Court shall proceed with the suit as one for dissolution and for settling accounts between the partners, and the amount of the share of the minor shall be determined along with the shares of the partners.
(5) At any time within six months of his attaining majority or of his obtaining knowledge that he had been admitted to the benefits of partnership, whichever date is later, such person may give public notice that he has elected to become or that he has elected not to become a partner in the firm, and such notice shall determine his position as regards the firm:
Provided that if he fails to give such notice, he shall become a partner in the firm on the expiry of the said six months.
(6) Where any person has been admitted as a minor to the benefits of partnership in a firm, the burden of proving the fact that such person had no knowledge of such admission until a particular date after the expiry of six months of his attaining majority shall lie on the persons asserting that fact.
(7) When such person becomes a partner,
(a) his rights and liabilities as a minor continue up to the date on which he becomes a partner, but he also becomes personally liable to third parties for all acts of the firm done since he was admitted to the benefits of partnership, and
(b) his share in the property and profits of the firm shall be the share to which he was entitled as a minor.
(8) Where such person elects not to become a partner,
(a) his rights and liabilities shall continue to be those of a minor under this section up to the date on which he gives public notice,
(b) his share shall not be liable for any acts of the firm done after the date of the notice, and
(c) he shall be entitled to sue the partners for his share of the property and profits in accordance with sub-section (4).
(9) Nothing in sub-sections (7) and (8) shall affect the provisions of Section 28.
INCOMING AND OUTGOING PARTNERS
(1) Subject to contract between the partners and to the provisions of Section 30, no person shall be introduced as partner into a firm without the consent of all the existing partners.
(2) Subject to the provisions of Section 30, a person who is introduced as a partner into a firm does not thereby become liable for any act of the firm done before he became a partner.
(1) A partner may retire
(a) with a consent of all the other partners,
(b) in accordance with an express agreement by the partners, or
(c) where the partnership is at will, by giving notice in writing to all the other partners of his intention to retire.
(2) A retiring partner may be discharged from any liability to any third party for acts of the firm done before his agreement by an agreement made by him with such third party and the partners of the reconstituted firm, and such agreement may be implied by a course of dealing between such third party and the reconstituted firm after he had knowledge of the retirement.
(3) Notwithstanding the retirement of a partner from a firm, he and the partners continue to be liable as partners to third parties for any act done by any of them which would have been an act of the firm if done before the retirement, until public notice is given of the retirement:
Provided that a retired partner is not liable to any third party who deals with firm without knowing that he was a partner.
(4) Notices under sub-section (3) may be given by the retired partner or by any partner of the reconstituted firm.
(1) A partner may not be expelled from a firm by any majority of the partners, save in the exercise in good faith of powers conferred by contract between the partners.
(2) The provisions of sub-sections (2), (3) and (4) of Section 32 shall apply to an expelled partner as if he were a retired partner.
(1) Where a partner in a firm is adjudicated an insolvent he ceases to be a partner on the date on which the order of adjudication is made, whether or not the firm is thereby dissolved.
(2) Where under a contract between the partners the firm is not dissolved by the adjudication of a partner as an insolvent, the estate of a partner so adjudicated is not liable for any act of the firm and the firm is not liable for any act of the insolvent, done after the date on which the order of adjudication is made.
Where under a contract between the partners the firm is not dissolved by the death of a partner, the estate of a deceased partner is not liable for any act of the firm done after his death.
(1) An outgoing partner may carry on a business competing with that of the firm and he may advertise such business, but, subject to contract to the contrary, he may not
(a) use the firm name,
(b) represent himself as carrying on the business of the firm, or
(c) solicit the custom of persons who were dealing with the firm before he ceased to be a partner.
Agreements in restraint of trade. (2) A partner may make an agreement with his partners that on ceasing to be a partner he will not carry on a business similar to that of the firm within a specified period or within specified local limits; and notwithstanding anything contained in Section 27 of the Indian Contract Act, 1872 (9 of 1872), such agreement shall be valid if the restrictions imposed are reasonable.
Where any member of a firm has died or otherwise ceased to be a partner, and the surviving or continuing partners carry on the business of the firm with the property of the firm without any final settlement of accounts as between them and the outgoing partner or his estate, then, in the absence of a contract to the contrary, the outgoing partner or his estate is entitled at the option of himself or his representatives to such share of the profits made since he ceased to be a partner as may be attributable to the use of his share of the property of the firm or to interest at the rate of six per cent per annum on the amount of his share in the property of the firm:
Provided that where by contract between the partners an option is given to surviving or continuing partners to purchase the interest of a deceased or outgoing partner, and that option is duly exercised, the estate of the deceased partner, or the outgoing partner or his estate, as the case may be, is not entitled to any further or other share of profits; but if any partner assuming to act in exercise of the option does not in all material respects comply with the terms thereof, he is liable to account under the foregoing provisions of this section.
A continuing guarantee given to a firm, or to a third party in respect of the transactions of the firm, is, in the absence of agreement to the contrary, revoked as to future transactions from the date of any change in the constitution of the firm.
DISSOLUTION OF A FIRM
The dissolution of partnership between all the partners of a firm is called the dissolution of the firm .
A firm may be dissolved with the consent of all the partners or in accordance with a contract between the partners.
A firm is dissolved
(a) 4[* * *]
(b) by the happening of any event which makes it unlawful for the business of the firm to be carried on or for the partners to carry it on in partnership:
Provided that, where more than one separate adventure or undertaking is carried on by the firm, the illegality of one or more shall not of itself cause the dissolution of the firm in respect of its lawful adventures and undertakings.
Notes Compulsory dissolution by insolvency of partners. This section enumerates the events the occurrence of which compulsorily dissolved when all its partners (or all its partners but one) are adjudicated as insolvents even if there be a contract to contrary. A firm is also dissolved on the adjudication of even one of its members as insolvent unless there is a contract to the contrary.
Subject to contract between the partners a firm is dissolved
(a) if constituted for a fixed term, by the expiry of the term;
(b) if constituted to carry out one or more adventures or undertakings, by the completion thereof;
(c) by the death of a partner; and
(d) by the adjudication of a partner as an insolvent.
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.
At the suit of a partner, the Court may dissolve a firm on any of following grounds, namely:
(a) that a partner has become of unsound mind, in which case the suit may be brought as well by the next friend of the partner who has become of unsound mind as by any other partner;
(b) that a partner, other than the partner suing, has become in any way permanently incapable of performing his duties as partner;
(c) that a partner, other than the partner suing, is guilty of conduct which is likely to affect prejudicially the carrying on of the business, regard being had to the nature of the business;
(d) that a partner, other than the partner suing, wilfully or persistently commits breach of agreements relating to the management of the affairs of the firm or the conduct of its business, or otherwise so conducts himself in matters relating to the business that it is not reasonably practicable for the other partners to carry on the business in partnership with him;
(e) that a partner, other than the partner, suing, has in any way transferred the whole of his interest in the firm to a third party, or has allowed his share to be charged under the provisions of Rule 49 of Order XXI of the First Schedule to the Code of Civil Procedure, 1908 (5 of 1908), or has allowed it to be sold in the recovery of arrears of land revenue or of any dues recoverable as arrears of land revenue due by the partner;
(f) that the business of the firm cannot be carried on save at a loss; or
(g) on any other ground which renders it just and equitable that the firm should be dissolved.
(1) Notwithstanding the dissolution of a firm, the partners continue to be liable as such to third parties for any act done by any of them which would have been an act of the firm if done before the dissolution, until public notice is given of the dissolution:
Provided that the estate of a partner who dies, or who is adjudicated an insolvent, or of a partner who not having been known to the person dealing with the firm to be a partner, retires from the firm, is not liable under this section for acts done after the date on which he ceases to be a partner.
(2) Notices under sub-section (1) may be given by any partner.
On the dissolution of a firm every partner or his representative is entitled, as against all the 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.
After the dissolution of a firm the authority of each partner to bind the firm, and the other mutual rights and obligations of the partners, continue notwithstanding the dissolution, so far as may be necessary to wind up the affairs of the firm and to complete transactions begun but unfinished at the time of the dissolution, but not otherwise:
Provided that the firm is in no case bound by the acts of a partner who has been adjudicated insolvent; but this proviso does not affect the liability of any person who has after the adjudication represented himself or knowingly permitted himself to be represented as a partner of the insolvent.
In settling the accounts of a firm after dissolution, the following rules shall, subject to agreement by the partners, be observed:
(a) Losses, including deficiencies of capital, shall be paid first out of profits, next out of capital, and, lastly, if necessary, by the partners individually in the proportions in which they were entitled to share profits.
(b) The assets of the firm, including any sums contributed by the partners to make up deficiencies of capital, shall be applied in the following manner and order
(i) in paying the debts of the firm to third parties;
(ii) in paying to each partner rateably what is due to him from the firm for advances as distinguished from capital;
(iii) in paying to each partner rateably what is due to him on account of capital; and
(iv) the residue, if any, shall be divided among the partners in the proportions in which they were entitled to share profits.
Where there are joint debts due from the firm, and also separate debts due from any partner, the property of the firm shall be applied in the first instance in payment of the debts of the firm, and, if there is any surplus, then the share of each partner shall be applied in payment of his separate debts or paid to him. The separate property of any partner shall be applied first in the payment of his separate debts, and the surplus (if any) in the payment of the debts of the firm.
Subject to contract between the partners, the provisions of clause (a) of Section 16 shall apply to transactions by any surviving partner or by the representatives of a deceased partner, undertaken after the firm is dissolved on account of the death of a partner and before its affairs have been completely wound up:
Provided that where any partner or his representative has bought the goodwill of the firm, nothing in this section shall affect his right to use the firm name.
Notes Section 16 of this Act provides that every partner must, as an agent of the firm, account to the firm for every benefit derived by him from any transaction concerning the partnership or from any use by him of property of the firm name or business connection. This section (i.e. Section 50) merely extends the applications of this rule to the affairs of the partnership even after the dissolution of the firm till they have been finally wound up. In Clements v. Hall, where private profits were earned from a renewal of the lease by the surviving partner, it was held that the representatives of the deceased partner were entitled to share such profits. Where a partner retains assets of the firm for his own benefit after dissolution he is liable not only to account for the same but also to pay interest.
Where a partner has paid a premium on entering into partnership for a fixed term and the firm is dissolved before the expiration of that term otherwise than by the death of a partner, he shall be entitled to repayment of the premium or of such part thereof as may be reasonable, regard being had to the terms upon which he became a partner and to the length of time during which he was a partner, unless
(a) the dissolution is mainly due to his own misconduct, or
(b) the dissolution is in pursuance of an agreement containing no provision for the return of the premium or any part of it.
Where a contract creating partnership is rescinded on the ground of the fraud or misrepresentation of any of the parties thereto, the party entitled to rescind is, without prejudice to any other right, entitled
(a) to a lien on, or a right of retention of, the surplus or the assets of the firm remaining after the debts of the firm have been paid, for any sum paid by him for the purchase of a share in the firm and for any capital contributed by him;
(b) to rank as a creditor of the firm in respect of any payment made by him towards the debt of the firm; and
(c) to be indemnified by the partner or partners guilty of the fraud or misrepresentation against all the debts of the firm.
After a firm is dissolved, every partner or his representative may in the absence of a contract between the partners to the contrary, restrain any other partner or his representative from carrying on a similar business in the firm name or from using any of the property of the firm for his own benefit, until the affairs of the firm have been completely wound up:
Provided that where any partner or his representative has bought the goodwill of the firm, nothing in this section shall affect his right to use the firm name.
Partners may, upon or in anticipation of the dissolution of the firm, make an agreement that some or all of them will not carry on a business similar to that of the firm within a specified period or within specified local limits; and notwithstanding anything contained in Section 27 of the Indian Contract Act, 1872 (9 of 1872), such agreement shall be valid if the restrictions imposed are reasonable.
(1) In settling the accounts of a firm after dissolution, the goodwill shall, subject to contract between the partners, be included in the assets, and it may be sold either separately or along with other property of the firm.
Rights of buyer and seller of goodwill. (2) Where the goodwill of a firm is sold after dissolution, a partner may carry on a business competing with that of the buyer and he may advertise such business, but, subject to agreement between him and the buyer, he may not
(a) use the firm name,
(b) represent himself as carrying on the business of the firm, or
(c) solicit the custom of persons who were dealing with the firm before its dissolution.
Agreement in restraint of trade. (3) Any partner may, upon the sale of the goodwill of a firm, make an agreement with the buyer that such partner will not carry on any business similar to that of the firm within a specified period or within specified local limits, and, notwithstanding anything contained in Section 27 of the Indian Contract Act, 1872 (9 of 1872), such agreement shall be valid if the restrictions imposed are reasonable.
REGISTRATION OF FIRMS
(1) The 8[State Government] may appoint Registrar of Firms for the purposes of this Act, and may define the areas within which they shall exercise their powers and perform their duties.
(2) Every Registrar shall be deemed to be a public servant within the meaning of Section 21 of the Indian Penal Code (45 of 1860).
Maharashtra. In its application to the State of Maharashtra, for Section 57 of the principal Act, the following section shall be substituted, namely:
57. Appointment of Registrar of Firms and Deputy and Assistant Registrars of Firms. (1) The State Government may, by notification in the Official Gazette, appoint a Registrar of Firms who shall exercise, perform and discharge the powers, functions and duties of the Registrar under this Act throughout the State of Maharashtra.
(2) The State Government may likewise appoint one or more Deputy Registrars of Firms and Assistant Registrars of Firms who shall exercise, perform and discharge all or such of the powers, functions and duties of the Registrar and in such areas as the State Government may, by notification in the Official Gazette, specify.
(3) The officers appointed under sub-section (1) and sub-section (2) shall be deemed to be public servants within the meaning of Section 21 of the Indian Penal Code. . Mah. Act 29 of 1984, S. 5 (w.e.f. 1-1-1985).
Uttar Pradesh. In its application to the State of Uttar Pradesh, for Section 57 the following section shall be substituted, namely:
57. Appointment of Registrar, Deputy Registrars and Assistant Registrars. (1) The State Government may, by notification, appoint a Registrar of Firms who shall exercise, perform and discharge the powers, functions and duties of the Registrar under this Act throughout Uttar Pradesh.
(2) The State Government may likewise appoint one or more Deputy Registrars of Firms and Assistant Registrars of Firms who exercise, perform and discharge all or such of the powers, functions and duties of the Registrar and in such areas as are notified in the notification.
(3) The officers appointed under sub-section (1) or sub-section (2) shall be deemed to be public servants within the meaning of Section 21 of the Indian Penal Code. [Vide U.P. Act 34 of 1979, S. 2, w.e.f. 22-10-1979].
(1) The registration of a firm may be effected at any time by sending by post or delivering to the Registrar of the area in which any place of business of the firm is situated or proposed to be situated, a statement in the prescribed form and accompanied by the prescribed fee, stating
(a) the firm name,
(b) the place or principal place of business of the firm,
(c) the names of any other places where the firm carries on business,
(d) the date when each partner joined the firm,
(e) the names in full and permanent addresses of the partners, and
(f) the duration of the firm.
The statement shall be signed by all the partners, or by their agents specially authorised in this behalf.
(2) Each person signing the statement shall also verify it in the manner prescribed.
(3) A firm name shall not contain any of the following words, namely:
Crown , Emperor , Empress , Empire , Imperial , King , Queen , Royal , or words expressing or implying the sanction, approval or patronage of 9[Government], except 10[when the State Government] signifies 11[its] consent to the use of such words as part of the firm name by order in writing 12[* * *].
Goa, Daman and Diu. In its application to the State of Goa, Daman and Diu, in Section 58,
(i) for sub-section (3), the following shall be substituted, namely:
(3) No firm shall be registered by a name which in the opinion of the Registrar is undesirable. ;
(ii) after sub-section (3), insert the following:
(4) Any person aggrieved by an order of the Registrar under sub-section (3) may, within 30 days from the date of communication of such order, appeal to the State Government whose decision shall be final.
(5) A firm's name shall not contain any of the following words, namely, Union, State, President, Republic, Governor , or words expressing or implying sanction, approval or patronage of Government unless the Government of Goa, Daman and Diu signifies, by order in writing, its consent to the use of such words as part of the firm's name:
Provided that nothing in this sub-section shall apply to any firm carrying on business under any such name, before the date of the commencement of the Indian Partnership (Goa, Daman and Diu Amendment) Act, 1966.
(6) Any person who contravenes the provisions of sub-section (5) shall be punishable with a fine which may extend to five hundred rupees. Goa, Daman and Diu Act 6 of 1966, Section 3 (22-8-1966).
Maharashtra. In its application to the State of Maharashtra, in Section 58 of the principal Act,
(a) in sub-section (1),
(i) for the words The registration of a firm the words, brackets, figure and letter Subject to the provisions of sub-section (1-A), the registration of a firm shall be substituted;
(ii) the words at any time shall be deleted;
(iii) after the words prescribed fee the words and a true copy of the deed of partnership shall be inserted;
(iv) after clause (a), the following clause shall be inserted, namely:
(aa) the nature of business of the firm; ;
(b) after sub-section (1), the following sub-section shall be inserted, namely:
(1-A) The statement under sub-section shall be sent or delivered to the Registrar within a period of one year from the date of constitution of the firm:
Provided that in the case of any firm carrying on business on or before the date of commencement 13 of the Indian Partnership (Maharashtra Amendment) Act, 1984 (Mah. 29 of 1984), such statement shall be sent or delivered to the Registrar within a period of one year from such date. ;
(c) for sub-section (3), the following sub-sections shall be substituted, namely:
(3) A firm shall not have any of the names of emblems specified in the Schedule to the Emblems and Names (Prevention of Improper Use) Act, 1950 (12 of 1950), or any colourable limitation thereof, unless permitted so to do under that Act, or any name which is likely to be associated by the public with the name of any other firm on account of similarity, or any name which, in the opinion of the Registrar, for reasons to be recorded in writing, is undesirable:
Provided that nothing in this sub-section shall apply to any firm registered under any such name before the date of the commencement of the Indian Partnership (Maharashtra Amendment) Act, 1984 (Mah. 29 of 1984).
(4)Any person aggrieved by an order of the Registrar under sub-section (3) may, within 30 days from the date of communication of such order, appeal to the officer not below the rank of Deputy Secretary to Government authorised by the State Government in this behalf, in such manner, and on payment of such fee, as may be prescribed. On receipt of any such appeal, the authorised officer shall, after giving an opportunity of being heard to the appellant, decide the appeal, and his decision shall be final. Mah. Act 29 of 1984, S. 6 (w.e.f. 1-1-1985).
Pondicherry. In its application to the State of Pondicherry, for sub-section (3), substitute the following sub-sections:
(3) The Registrar shall refuse to register
(a) a firm under sub-section (1), or
(b) an alteration of the firm name,
if the proposed name or alteration of the firm name is identical with the name by which any other existing firm has been registered or in the opinion of the Registrar so nearly resembles such other name as to be likely to deceive or mislead the public or the members of either firm.
(4) Any person who is aggrieved by an order of Registrar under sub-section (3) may file an appeal before such person or authority, in such manner, within such time and on payment of such fees as may be prescribed. The appeal shall be heard and decided in such manner as may be prescribed. Pondi. Act 8 of 1969, Section 2 (1-1-1970).
Rajasthan. In its application to the State of Rajasthan, for sub-section (3) of Section 58 substitute the following sub-sections:
(3) No firm shall be registered by a name which, in the opinion of the State Government, is undesirable.
(4) Except with the previous sanction, in writing, of the State Government, no firm shall be registered by a name which contains any of the following words, namely:
(a) Union , State , President , Republic or any word expressing or implying the sanction, approval or patronage of the Central or any State Government; and
(b) Municipal , Chartered or any word which suggests or is calculated to suggest connection with any municipality or local authority:
Provided that nothing in this sub-section shall apply to any firm registered before the date of commencement of the Indian Partnership (Rajasthan Amendment) Act, 1971. Raj. Act 10 of 1971, Section 2 (15-9-1971).
Tamil Nadu. In its application to the State of Tamil Nadu, for sub-section (3) of Section 58 of the Indian Partnership Act, 1932 (Central Act 9 of 1932) (hereinafter referred to as the Principal Act), the following sub-sections shall be substituted, namely:
(3) No firm shall be registered by a name which, in the opinion of the State Government is undesirable.
(4) Except with the previous sanction in writing of the State Government, no firm shall be registered by a name which contains any of the following words, namely:
(a) Union , State , President , Republic or any word expressing or implying the sanction, approval or patronage of the Central or any State Government; and
(b) Municipal , Chartered , or any word which suggests or is calculated to suggest connection with any municipality or other local authority:
Provided that nothing in this sub-section shall apply to any firm registered before the date of commencement of the Indian Partnership (Madras Amendment) Act, 1965 . [Vide Madras Act 35 of 1965, S. 2, w.e.f. April 1, 1966].
Uttarakhand. In its application to the State of Uttarakhand, Section 58 shall be substituted as follows, namely
58. Application for registration. (1) The registration of a firm may be effected at any time by uploading on the website following statement in the prescribed online form and accompanied with prescribed fees to the Registrar of the area in which any place of business of the firm is situated or proposed to be situated, stating
(a) the firm name,
(b) the place or principal place of business of the firm,
(c) the names of any other places where the firm carries on business,
(d) the date when each partner joined the firm,
(e) the names in full and permanent addresses of the partners, and
(f) the duration of the firm.
The statement shall be digitally signed by all the partners or by their agents specially authorised in this behalf.
(2) The applicant, signing the statement shall also upload to the website, verifying the statement recorded in the online format mentioned in sub-section (1), verifying it in the affidavit certified by the Notary on the non-judicial stamp paper of Rs 10.
(3) The desired enclosure shall also be uploaded on website, by the applicant.
(4) A firm name shall not contain the word Union, State, Land Mortgage, Land development, Cooperative, Gandhi, Reserve Bank or any of the words expressing or implying the sanction, approval or patronage of Government, except when the State Government signifies its consent to the use of such words as part of the firm name by order in writing.
(5) The prescribed fee of registration shall be submitted online after the online approval given by the Registrar.
(6) After submitting the prescribed registration fee the digitally signed registration certificate may be downloaded from the website by the applicant. [Vide Uttarakhand Act No. 5 of 2019, S. 2, dated 5-3-2019.]
Notes Mode in which registration may be effected. Under this section registration may be effected only of a firm which is in existence. The registration of a firm which has been dissolved is not contemplated by this Act. For registration of a firm together with the prescribed fee a statement on prescribed form should be submitted. The statement should deal with the firm name, the place or principal place of business of the firm, the names of any other place where the firm carries on business, the date when each partner joined the firm, the names in full and permanent addresses of the partners and the duration of the firm. Such statement should be signed by all the partners or by their authorised agents. Substantial compliance with the provisions of the Act would be enough.14
When the Registrar is satisfied that the provisions of Section 58 have been duly complied with, he shall record an entry of the statement in a register called the Register of Firms, and shall file the statement.
Maharashtra. In its application to the State of Maharashtra, Section 59 of the principal Act shall be renumbered as sub-section (1) of that section, and,
(a) in sub-section (1) as so renumbered, after the words file the statement. , the words On the date such entry is recorded and such statement is filed, the firm shall be deemed to be registered, shall be added;
(b) after sub-section (1) as so renumbered, the following sub-section shall be added, namely:
(2) The firm, which is registered, shall use the brackets and word (Registered) immediately after its name . Mah. Act 29 of 1984, S. 7 (w.e.f. 1-1-1985).
Andhra Pradesh. In its application to the State of Andhra Pradesh, after Section 59 of the Indian Partnership Act, 1932 the following section shall be inserted, namely:
59-A. (1) Notwithstanding anything in the Chapter, the Registrar of Firms, Andhra Pradesh, may, by order in writing, amend the register by deleting therefrom the entries relating, to any firm, whose place of business has, by virtue of the provisions contained in the State Reorganisation Act, 1956 and the Andhra Pradesh, and Madras (Alteration of Boundaries) Act, 1959, ceased to be in the State of Andhra Pradesh, the Registrar may likewise amend the register by adding thereto the entries relating to any firm included in the register of another State but, whose place of business has, by reason of the said provisions, become included in the State of Andhra Pradesh:
Provided that the Registrar shall, before passing an order under this sub-section, give to the firm concerned an opportunity of making its representation, if any.
(2) The Registrar shall cease to perform the functions of a Registrar under the Act in respect of any firm the entries relating to which are deleted as aforesaid and shall perform the functions of a Registrar under the Act in respect of any firm the entries relating to which are added as aforesaid.
(3) Any person aggrieved by an order under sub-section (1) may appeal to such authority and within such time as may be specified in this behalf by an order made by the Government of Andhra Pradesh and the authority shall pass such order on the appeal as it thinks fit.
(4) An order of the Registrar under sub-section (1) or where an appeal has been preferred against it under sub-section (3) the order of the appellate authority, shall be final. (A.P. Act 7 of 1965, S. 2, w.e.f. March 10, 1965).
Kerala. In its application to the State of Kerala, after Section 59, insert
59-A. Amendment of register. (1) Notwithstanding anything contained in this Chapter, the Registrar of Firms appointed by the State of Kerala may, by order in writing, amend the register by deleting therefrom the entries relating to any firm whose place of business has, by reason of the reorganisation of States ceased to be situated in the State of Kerala.
The Registrar may likewise amend the register by adding thereto the entries relating to any firm included in the register of the State of Madras but whose place of business has, by reason of the said reorganisation of States, become part of the State of Kerala:
Provided that the Registrar shall, before passing an order, make such inquiry as he deems necessary.
(2) After such amendment the Registrar shall cease to perform the functions of a Registrar in respect of any firm the entries relating to which have been deleted as aforesaid and shall perform all the functions of a Registrar in respect of all firms the entries relating to which are added as aforesaid.
(3) Any person aggrieved by an order under sub-section (1) may appeal to such authority and within such time as may be specified in this behalf by the State Government of Kerala and such authority shall pass such order on the appeal as it thinks fit.
(4) An order of the Registrar under sub-section (1), or where an appeal has been preferred against it under sub-section (3), the order of the appellate authority, shall be final.
(5) The provisions of this section shall cease to be in force from such date as the State Government of Kerala may, by notification in the Gazette, appoint. Kerala A.L.O., 1957 (30-10-1957).
Madhya Pradesh. In its application to the State of Madhya Pradesh, after Section 59, insert
59-A. (1) Notwithstanding anything contained in the Chapter, the Registrar of Firms appointed by the State of Madhya Pradesh may, by order in writing, amend the register by deleting therefrom the entries relating to any firm, whose place of business has, by reason of the reorganisation of States, ceased to be situated in the State of Madhya Pradesh.
The Registrar may likewise amend the register by adding thereto the entries relating to any firm included in the register of another State but whose place of business has, by reason of the said reorganisation of States, become part of the State of Madhya Pradesh:
Provided that the Registrar shall, before passing an order, make such inquiry as he deems necessary.
(2) After such amendment the Registrar shall cease to perform the functions of a Registrar in respect of any firm the entries relating to which have been deleted as aforesaid and shall perform all the functions of a Registrar in respect of all firms the entries relating to which are added as aforesaid.
(3) Any person aggrieved by an order under sub-section (1) may appeal to such authority and within such time as may be specified in this behalf by the State Government of Madhya Pradesh, and such authority shall pass such order on the appeal as it thinks fit.
(4) An order of the Registrar under sub-section (1), or where an appeal has been preferred against it under sub-section (3), the order of the appellate authority shall be final.
(5) The provisions of this section shall cease to be in force from such date as the State Government of Madhya Pradesh may, by notification in the State Gazette, appoint. M.P., Adaptation of Laws (State and Concurrent Subjects) (Third Amendment) Order, 1957 (with retrospective effect from 1-11-1956).
Maharashtra. In its application to the State of Maharashtra
(1) After Section 59, insert
59-A. Deletion and addition of entries relating to certain firms, by reason of re-organisation of States. (1) Notwithstanding anything contained in this Chapter, a Registrar of Firms appointed for any area by the Government of Bombay may, by order in writing, amend the Register of Firms maintained by him deleting therefrom the entries relating to any firm, whose place of business has, by reason of the reorganisation of States under the States Reorganisation Act, 1956, ceased to be situated in the State of Bombay. The Registrar may likewise and without any charge or fee therefor amend the register by adding thereto the entries relating to any firm included in the register of another State but whose place of business has, by reason of such reorganisation, become part of the area within his jurisdiction in the State of Bombay:
Provided that the Registrar shall, before passing any order under this sub-section, make such inquiry as he deems necessary and give notice to the firm and the Registrar of the State concerned.
(2) After such amendment, the Registrar shall cease to perform the functions of a Registrar in respect of any firm the entries relating to which have been deleted as aforesaid and shall perform all the functions of a Registrar in respect of any firm the entries relating to which are added as aforesaid.
(3) Any person aggrieved by an order under sub-section (1) may appeal to such authority, and within such time, as may be specified in this behalf by Government of Bombay by notification in the Official Gazette; and such authority shall pass such order on the appeal as it thinks fit.
(4) An order of a Registrar under sub-section (1), or when an appeal has been preferred against it under sub-section (3), the order of the appellate authority shall be final.
(5) The provisions of this section shall cease to be in force from such date as the Government of Bombay may, by notification in the Official Gazette, appoint. Central Acts on State and Concurrent Subjects (Bombay Adaptation) (Amendment) Order, 1957 (17-10-1957).
(2) After Section 59 of the Principal Act, the following section shall be inserted, namely:
59A-1. Late Registration on payment of penalty. If the statement in respect of any firm is not sent or delivered to the Registrar within the time specified in sub-section (1-A) of Section 58, then the firm may be registered on payment, to the Registrar, of a penalty of 15[one thousand rupees] per year of delay or a part thereof. Mah. Act 29 of 1984, S. 8 (w.e.f. 1-1-1985).
(See Section 59-B below)
Mysore. In Section 59-A as introduced by Madras Adaptation of Laws (Central Acts) Order, 1957, in sub-section (1), for the words by reason of the reorganisation of State , the words, brackets etc., by reason of the addition of the Bellary district to the State of Mysore under the Andhra State Act, 1953 (Central Act 30 of 1953), or of the reorganisation of States under the States Reorganisation Act, 1956 (Central Act 37 of 1956) shall be substituted. Mys. Act 19 of 1961, Section 2 (14-9-1916).
Tamil Nadu. In its application to the State of Tamil Nadu, after Section 59, insert
59-A. Special provision for amending the register. (1) Notwithstanding anything contained in this Chapter, the Registrar of Firms appointed by the State Government of Madras may, by order in writing, amend the register by deleting therefrom the entries relating to any firm, the place of business of which has, [by reason of the formation of the State of Andhra or of the addition of the Bellary district to the State of Mysore under the Andhra State Act, 1953 or the reorganisation of States under the States Reorganisation Act, 1956,] or of the alteration of boundaries under the Andhra Pradesh and Madras (Alteration of Boundaries) Act, 1959, ceased to be located in the State of Madras.
The Registrar may likewise amend the register by adding thereto the entries relating to any firm included in the register of another State but the place of business of which has, by reason of the said re-organization of States or of the said alteration of boundaries, become part of the State of Madras:
Provided that the Registrar, [may,] before passing an order, make such inquiry as he deems necessary.
(2) After such amendment the Registrar shall cease to perform the functions of a Registrar in respect of any firm the entries relating to which have been deleted as aforesaid and shall perform all the functions of a Registrar in respect of all firms the entries relating to which are added as aforesaid.
(3) Any person aggrieved by an order under sub-section (1) may appeal to such authority and within such time as may be specified in this behalf by the State Government of Madras; and such authority shall pass such order on the appeal as it thinks fit.
(4) An order of the Registrar under sub-section (1), or where an appellate appeal has been preferred against it under sub-section (3), the order of the authority shall be final.
(5) The provisions of the section shall cease to be in force from such date as the State Government of Madras, by notification in the Official Gazette, appoint. Madras Act 21 of 1959 and Madras Additional Territories A.L.O., 1961 (w.e.f. 1-4-1960).
Gujarat. In its application to the State of Gujarat, after Section 59-A, insert the following:
59-B. Deletion of entries relating to certain firms by reason of reorganisation of Bombay State. (1) Notwithstanding anything contained in the Chapter, a Registrar of Firms appointed for any area by the Government of Gujarat may, by order in writing, amend the Register of Firms maintained by him by deleting therefrom the entries relating to any firm whose place of business has, by reason of the reorganisation of the State of Bombay, by the Bombay Reorganisation Act, 1960, ceased to be situated in the State of Gujarat:
Provided that the Registrar shall, before passing any order under this sub-section, make such inquiry as he deems necessary and give notice to the firm and the Registrar of the State of Maharashtra.
(2) After such amendment the Registrar shall cease to perform the functions of a Registrar in respect of any firm the entries relating to which have been deleted as aforesaid.
(3) Any person aggrieved by an order under sub-section (1) may appeal to such authority and within such time as may be specified in this behalf by the Government of Gujarat, by notification in the Official Gazette; and such authority shall pass such order on the appeal as it thinks fit.
(4) An order of a Registrar under sub-section (1), or where an appeal has been preferred against it under sub-section (3), the order of the appellate authority shall be final. Gujarat Adaptation of Laws (State and Concurrent Subjects) (Eighth Amendment) Order, 1961 w.e.f. 1-5-1960).
Maharashtra. In its application to the State of Maharashtra, after Section 59-A, insert the following:
59-B. Same as in Gujarat, except for the corresponding references to Maharashtra Central Acts on State and Concurrent Subjects (Maharashtra Adaptation) (Amendment) Order, 1961 w.e.f. 1-5-1960.
(1) When an alteration is made in the firm name or in the location of the principal place of business of a registered firm, a statement may be sent to the Registrar accompanied by the prescribed fee, specifying the alteration and signed and verified in the manner required under Section 58.
(2) When the Registrar is satisfied that the provisions of sub-section (1) have been duly complied with, he shall amend the entry relating to the firm in the Register of Firms in accordance with the statement, and shall file it along with the statement relating to the firm filed under Section 59.
Maharashtra. In its application to the State of Maharashtra, in Section 60 of the principal Act
(a) for sub-section (1), the following sub-section shall be substituted, namely:
(1) When an alteration is made in the firm name or in the nature of business of a firm or in the location of the principal place of business of a registered firm, a statement shall be sent to the Registrar, within a period of 90 days from the date of making such alteration, accompanied by the prescribed fee, specifying the alteration and signed and verified in the manner required under Section 58. ;
(b) in the marginal note, for the words firm name and the words firm name, nature of business and shall be substituted. Mah. Act 29 of 1984, S. 9 (w.e.f. 1-1-1985).
When a registered firm discontinues business at any place or begins to carry on business at any place, such place not being its principal place of business, any partner or agent of the firm may send intimation thereof to the Registrar, who shall make a note of such intimation in the entry relating to the firm in the Register of Firms, and shall file the intimation along with the statement relating to the firm filed under Section 59.
Maharashtra. In Section 61 of the Principal Act, for the words may send intimation thereof the Registrar, who shall the following shall be substituted, namely:
shall send intimation thereof to the Registrar, within a period of 90 days from the date of such discontinuance or, as the case may be, from the date on which the firm begins to carry on business at such place. The Registrar shall then . Mah. Act 29 of 1984, S. 10 (w.e.f. 1-1-1985).
When any partner in a registered firm alters his name or permanent address, an intimation of the alteration may be sent by any partner or agent of the firm to the Registrar, who shall deal with it in the manner provided in Section 61.
Maharashtra. In its application to the State of Maharashtra, in Section 62 of the Principal Act, for the words may be sent the words shall be sent, within a period of 90 days from the date of making such alteration, shall be substituted. Mah. Act 29 of 1984, S. 11 (w.e.f. 1-1-1985).
(1) When a change occurs in the constitution of a registered firm any incoming, continuing or outgoing partner, and when a registered firm is dissolved any person who was a partner immediately before the dissolution, or the agent of any such partner or person specially authorised in this behalf, may give notice to the Registrar of such change or dissolution, specifying the date thereof, and the Registrar shall make a record of the notice in the entry relating to the firm in the Register of Firms, and shall file the notice along with the statement relating to the firm filed under Section 59.
Recording of withdrawal of a minor. (2) When a minor who has been admitted to the benefits of partnership in a firm attains majority and elects to become or not to become a partner, and the firm is then a registered firm, he, or his agent specially authorised in this behalf, may give notice to the Registrar that he has or has not become a partner, and the Registrar shall deal with the notice in the manner provided in sub-section (1).
Maharashtra. In its application to the State of Maharashtra, in Section 63 of the principal Act,
(a) in sub-section (1),
(i) for the word any , wherever it occurs, the word every shall be substituted;
(ii) for the words may give notice to the Registrar of such change or dissolution, specifying the date thereof; the following shall be substituted, namely:
shall, within a period of 90 days from the date of such change or dissolution, give notice to the Registrar of such change or dissolution, specifying the date thereof; ;
(b) after sub-section (1), the following sub-section shall be added, namely:
(1-A) Where a change occurs in the constitution of a registered firm, all persons, who after such change are partners of the firm, shall jointly send an intimation of such change duly signed by them, to the Registrar, within a period of 90 days from the date of occurrence of such change and the Registrar shall deal with it in the manner provided by Section 61. ;
(c) in sub-section (2), for the words may give notice to the Registrar the words shall, within a period of 90 days from the date of his election, give notice to the Registrar shall be substituted. Mah. Act 29 of 1984, S. 12 (w.e.f. 1-1-1985).
(1) The Registrar shall have power at all times to rectify any mistake in order to bring the entry in the Register of Firms relating to any firm into conformity with the documents relating to that firm filed under this Chapter.
(2) On application made by all the parties who have signed any document relating to a firm filed under this Chapter, the Registrar may rectify any mistake in such document or in the record or note thereof made in the Register of Firms.
Notes This section authorises the Registrar to correct clerical errors whether made by the persons sending statement or notices to the Registrar. It also relates to any mistakes in such statements or notice whether, clerical or otherwise, these can be rectified on an application made by all the parties who have signed the document in question.
A Court deciding any matter relating to a registered firm may direct that the Registrar shall make any amendment in the entry in the Register of Firms relating to such firm which is consequential upon its decision; and the Registrar shall amend the entry accordingly.
(1) The Register of Firms shall be open to inspection by any person on payment of such fee as may be prescribed.
(2) All statements, notices and intimations filed under this Chapter shall be open to inspection, subject to such conditions and on payment of such fee as may be prescribed.
The Registrar shall on application furnish to any person, on payment of such fee as may be prescribed, a copy, certified under his hand, of any entry or portion thereof in the Register of Firms.
Uttarakhand. In its application to the State of Uttarakhand, Section 67 shall be substituted as follows, namely
67. Grant of copies The Registrar shall on online application furnish to any person, on payment of such fee as may be prescribed, a copy digitally certified under his hand of any entry or portion thereof in the register of firms. [Vide Uttarakhand Act No. 5 of 2019, S. 3, dated 5-3-2019.]
(1) Any statement, intimation or notice recorded or noted in the Register of Firms shall, as against any person by whom or on whose behalf such statement, intimation or notice was signed, be conclusive proof of any fact therein stated.
(2) A certified copy of any entry relating to a firm in the Register of Firms may be produced in proof of the fact of the registration of such firm, and of the contents of any statement, intimation or notice recorded or noted therein.
Uttarakhand. In its application to the State of Uttarakhand, sub-section (1) of Section 68 shall be substituted as follows, namely
68. Rules of Evidence. (1) Any statement, intimation or notice recorded or noted in the register of Firms shall, as against any person by whom or on whose behalf such statement, intimation or notice was digitally signed, be conclusive proof of any fact therein stated. [Vide Uttarakhand Act No. 5 of 2019, S. 4, dated 5-3-2019.]
(1) No suit to enforce a right arising from a contract or conferred by this Act shall be instituted in any Court by or on behalf of any person suing as a partner in a firm against the firm or any person alleged to be or to have been a partner in the firm unless the firm is registered and the person suing is or has been shown in the Register of Firms as a partner in the firm.
(2) No suits to enforce a right arising from a contract shall be instituted in any Court by or on behalf of a firm against any third party unless the firm is registered and the persons suing are or have been shown in the Register of Firms as partners in the firm.
(3) The provisions of sub-sections (1) and (2) shall apply also to a claim of set-off or other proceeding to enforce a right arising from a contract, but shall not affect
(a) the enforcement of any right to sue for the dissolution of a firm or for accounts of a dissolved firm, or any right or power to realise the property of a dissolved firm; or
(b) the powers of an official assignee, receiver or Court under the Presidency-towns Insolvency Act, 1909 (3 of 1909), or the Provincial Insolvency Act, 1920 (5 of 1920), to realise the property of an insolvent partner.
(4) This section shall not apply
(a) to firms or to partners in firms which have no place of business in 16[the territories to which this Act extends], or whose places of business in 17[the said territories] are situated in areas to which, by notification under 18[Section 56], the Chapter does not apply, or
(b) to any suit or claim or set-off not exceeding one hundred rupees in value which, in the Presidency-towns, is not of a kind specified in Section 19 of the Presidency Small Cause Courts Act, 1882 (15 of 1882), to outside the Presidency-towns, is not of a kind specified in the Second Schedule to the Provincial Small Cause Courts Act, 1887 (9 of 1887), or to any proceeding in execution or other proceeding incidental to or arising from any such suit or claim.
Maharashtra. In its application to the State of Maharashtra, in Section 69 of the principal Act,
(a) to sub-section (1), the following proviso shall be added, namely:
Provided that the requirement of registration of firm under this sub-section shall not apply to the suits or proceedings instituted by the heirs or legal representatives of the deceased partner of a firm for accounts of the firm or to realise the property of the firm. ;
(b) after sub-section (2), the following sub-section shall be inserted, namely:
(2-A) No suit to enforce any right for the dissolution of a firm or for accounts of a dissolved firm or any right or power to realise the property of a dissolved firm shall be instituted in any Court by or on behalf of any person suing as a partner in a firm against the firm or any person alleged to be or to have been a partner in the firm, unless the firm is registered and the person suing is or has been shown in the Register of Firms as a partner in the firm:
Provided that the requirement of registration of firm under this sub-section shall not apply to the suits or proceedings instituted by the heirs or legal representatives of the deceased partner of a firm for accounts of a dissolved firm or to realise the property of a dissolved firm. ;
(c) in sub-section (3),
(i) for the words, brackets and figures sub-sections (1) and (2) the words, brackets, figures and letter sub-sections (1), (2) and (2-A) shall be substituted;
(ii) for clause (a), the following clause shall be substituted, namely:
(a) the firms constituted for a duration up to six months or with a capital up to two thousand rupees; or . Mah. Act 29 of 1984, S. 13 (w.e.f. 1-1-1985).
Maharashtra. In its application to the State of Maharashtra, after Section 69 of the Principal Act, the following section shall be inserted, namely:
19[69-A. Charges for delay in compliance of Sections 60, 61, 62 or 63. If any statement, intimation or notice under Sections 60, 61, 62 or as the case may be, 63, in respect of any registered firm is not sent or given to the Registrar, within the period specified in that section, the Registrar may, make suitable amendments in the records relating to the firm, upon payment of charges for delay in sending or giving the same, at the rate of rupees two thousand per year or part thereof in respect of the period between the date of expiry of the period specified in that section and the date of making the payment.]
Any person who signs any statement, amending statement, notice or intimation under this Chapter containing any particulars which he knows to be false or does not believe to be true, or containing particulars which he knows to be incomplete or does not believe to be complete, shall be punishable with imprisonment which may extend to three months, or with fine or with both.
Maharashtra. In its application to the State of Maharashtra, in Section 70 of the principal Act, for the words shall be punishable with imprisonment which may extend to three months, or with fine, or with both, the following shall be substituted, namely:
shall, on conviction, be punished with imprisonment for a term which may extend to one year, or with fine, or with both:
Provided that in the absence of special and adequate reasons to the contrary to be mentioned in the judgment of the Court, the fine shall not be less than one thousand rupees. . Mah. Act 29 of 1984, S. 15 (w.e.f. 1-1-1985).
Maharashtra. In its application to the State of Maharashtra, after Section 70 of the Principal Act, the following section shall be inserted, namely:
70-A. Maximum fees and power to amend Schedule I. (1) The fees payable under this Act and the rules made thereunder shall not exceed the maximum fees as specified in Schedule I.
(2) Subject to the provisions of this section, the State Government may, having regard to the expenditure incurred or to be incurred for carrying out the purposes of this Act, from time to time, by notification in the Official Gazette, vary any of the amounts of maximum fees and other particulars specified in Schedule I, and, thereupon, the said Schedule shall be deemed to be amended accordingly.
(3) Every notification issued under sub-section (2) shall take effect from the date of its publication in the Official Gazette, unless some other date is specified therein for this purpose.
(4) Every notification issued by the State Government under sub-section (2) shall be laid, as soon as may be after it is issued, before each House of the State Legislature, while it is in session, for a total period of thirty days, which may be comprised in one session or in two successive sessions, and if, before the expiry of the session in which it is so laid or the session immediately following, both Houses agree in making any modification in the notification or both Houses agree that the notification should not be issued, and notify such decision in the Official Gazette, the notification shall, from the date of publication of such decision, have effect only in such modified form or be of no effect, as the case may be; so, however, that any such modification or annulment shall be without prejudice to the validity of anything previously done or omitted to be done in pursuance of that notification. Mah. Act 29 of 1984, S. 16 (w.e.f. 1-1-1985).
(1) The 20[State Government] 21[may by notification in the Official Gazette, make rules] prescribing the fees which shall accompany documents sent to the Registrar of Firms, or which shall be payable for the inspection of documents in the custody of the Registrar of Firms, or for copies from the Register of Firms:
Provided that such fees shall not exceed the maximum fee specified in Schedule I.
(2) The State Government may 22[also] make rules
(a) prescribing the form of statement submitted under Section 58, and of the verification thereof;
(b) requiring statements, intimations and notices under Sections 60, 61, 62 and 63 to be in prescribed form, and prescribing the form thereof;
(c) prescribing the form of the Register of Firms, and the mode in which entries relating to firms are to be made therein, and the mode in which such entries are to be amended or notes made therein;
(d) regulating the procedure of the Registrar when disputes arise;
(e) regulating the filing of documents received by the Registrar;
(f) prescribing conditions for the inspection of original documents;
(g) regulating the grant of copies;
(h) regulating the elimination of registers and documents;
(i) providing for the maintenance and form of an index to the Register of Firms; and
(j) generally, to carry out the purposes of this Chapter.
(3) All rules made under this section shall be subject to the condition of previous publication.
23[(4) Every rule made by the State Government under this section shall be laid, as soon as it is made, before the State Legislature.]
Andhra Pradesh. In the Indian Partnership Act, 1932 as in force in the State of Andhra Pradesh in Section 71, in sub-section (1), after the proviso, the following proviso shall be added, namely:
Provided further that the fees payable under this Act, shall be collected in the form of court-fee stamps which shall be affixed to the documents sent to the Registrar of Firms. . (A.P. Act 27 of 1994, S. 2, w.e.f. 1-4-1995.)
Maharashtra. In its application to the State of Maharashtra, in Section 71 of the Principal Act,
(a) for sub-section (1), the following sub-section shall be substituted, namely:
(1) Subject to the provisions of Section 70-A, the State Government may, by notification in the Official Gazette, make rules prescribing the fees which shall accompany documents sent to the Registrar or which shall be paid in respect of any intimation, notice or application given to the Registrar or which shall be payable for the inspection of documents in the custody of the Registrar or for copies from the Register of Firms or which shall be paid for supply of any prescribed forms. ;
(b) in sub-section (2),
(i) in clause (a), for the words and figures under Section 58 the words, brackets and figures under sub-section (1) of Section 58 shall be substituted;
(ii) after clause (a), the following clause shall be inserted, namely:
(aa) prescribing the manner of filing an appeal under sub-section (4) of Section 58; ;
(c) for sub-section (4), the following sub-section shall be substituted, namely:
(4) Every rule made under this section shall be laid, as soon as may be after it is made, before each House of the State Legislature, while it is in session, for a total period of thirty days, which may be comprised in one session or in two successive sessions, and if, before the expiry of the session in which it is so laid or the session immediately following, both Houses agree in making any modification in the rule or both Houses agree that the rule should not be made, and notify such decision in the Official Gazette, the rule shall, from the date of publication of such decision, have effect only in such modified form or be of no effect, as the case may be; so, however, that any such modification or annulment shall be without prejudice to the validity of anything previously done or omitted to be done in pursuance of that rule. . Mah. Act 29 of 1984, S. 17 (w.e.f. 1-1-1985).
SUPPLEMENTAL
A public notice under this Act is given
(a) where it relates to the retirement or expulsion of a partner from a registered firm, or to the dissolution of a registered firm, or to the election to become or not to become a partner in a registered firm by a person attaining majority who was admitted as a minor to the benefits of partnership, by notice to the Registrar of Firms under Section 63, and by publication in the Official Gazette and in at least one vernacular newspaper circulating in the district where the firm to which it relates has its place or principal place of business, and
(b) in any other case, by publication in the Official Gazette, and in at least one vernacular newspaper circulating in the district where the firm to which it relates has its place or principal place of business.
Notes Mode of giving public notice. This section lays down the manner in which the public notice of certain matters relating to partnership firms, may be given. It provides that in all cases, where a public notice is required under this Act, it must be effected by publication in the Official Gazette, as well as in at least one vernacular newspaper having circulation in the district in which the firm in question has its place, or principal place of business.
Public notices relating to registered firm must also be communicated to the Registrar of Firms. Such copy of a public notice should be sent to the Registrar of the Firms under Section 63 where the matter relates to
(i) the retirement or expulsion of partner, or
(ii) the dissolution of the firm, or
(iii) the election on attaining majority, to become or not to become a partner by a person who as a minor was admitted to the benefits of partnership.
This section may be read with Sections 30, 32, 33, 45, 63 and 69.
24[Repealed]
Nothing in this Act or any repeal effected thereby shall affect or be deemed to affect
(a) any right, title, interest, obligation or liability already acquired, accrued or incurred before the commencement of this Act, or
(b) any legal proceeding or remedy in respect of such right, title, interest, obligation or liability,
(c) anything done or suffered before the commencement of this Act, or
(d) any enactment relating to partnership not expressly repealed by this Act, or
(e) any rule of insolvency relating to partnership, or
(f) any rule of law not inconsistent with this Act.
Goa, Daman and Diu. In its application to the State of Goa, Daman and Diu, Section 74 shall be renumbered as sub-section (1) thereof and after it insert the following:
(2) Notwithstanding anything contained in sub-section (1) and other law in force in the Union Territory of Goa, Daman and Diu, the provisions of sub-sections (1) and (2) of Section 69 shall apply to all suits instituted in the Union territory of Goa, Daman and Diu after the 1st January, 1965, even if the cause of action with respect to the said suits had arisen before that date. Goa, Daman and Diu Act 6 of 1966, Section 4 (22-8-1966).
[See sub-section (1) of Section 71]
| Document or act in respect of which the fee is payable |
Maximum fee |
| Statement under Section 58 |
Three rupees |
| Statement under Section 60 |
One rupee |
| Intimation under Section 61 |
One rupee |
| Intimation under Section 62 |
One rupee |
| Notice under Section 63 |
One rupee |
| Application under Section 64 |
One rupee |
| Inspection of the Register of Firms under sub-section (1) of Section 66. |
Eight annas for inspecting one volume of the Register. |
| Inspection of documents relating to a firm under sub-section (2) of Section 66. |
Eight annas for the inspection of all documents relating to one firm. |
| Copies from the Register of Firms |
Four annas for each hundred words or part thereof. |
Andhra Pradesh. In its application to the State of Andhra Pradesh, for Schedule I to the Indian Partnership Act, 1932, the following new Schedule shall be substituted, namely:
SCHEDULE I
[See sub-section (1) of Section 71]
| Sl. No. |
Document or act in respect of which the fee is payable |
Maximum fee |
|
| (1) |
(2) |
(3) |
|
| 1. |
Statement under Section 58 |
For each partner |
Rs 100 |
| 2. |
Statement under Section 60 |
Rs 100 |
|
| 3. |
Intimation under Section 61 |
Rs 100 |
|
| 4. |
Intimation under Section 62 |
Rs 100 |
|
| 5. |
Notice under Section 63 |
Rs 100 |
|
| 6. |
Application under Section 64 |
Rs 100 |
|
| 7. |
Inspection of the Register of Firms under sub-section (1) of Section 66. |
For inspecting the entry of each firm in the Register. |
Rs 20 |
| 8. |
Inspection of documents relating to a firm under sub-section (2) of Section 66. |
For each inspection of all documents relating to one single firm |
Rs 20 |
| 9. |
Copies from the Register of Firms. |
For each hundred words or part thereof. |
Rs 4. . |
| [Vide A.P. Act 27 of 1994, S. 3, w.e.f. 1-4-1995.] |
|||
Daman And Diu. In its application to the State of Daman And Diu, in Sch. I, (a) for the words eight annas , at both the places where they occur, substitute the words, fifty paise ; and (b) in entries relating to copies from the Register of Firms, for the words four annas , substitute the words fifty paise Goa, Daman and Diu Act 6 of 1966, S. 5 (22-8-1966).
Goa. Amendment of Schedule I. In the Indian Partnership Act, 1932 (Central Act 9 of 1932), as in force in the State of Goa, for Schedule I, the following shall be substituted, namely:
SCHEDULE I
[See sub-section (1) of Section 71]
| Sl. No. |
Document or act in respect of which the fee is payable |
Maximum fee |
| 1 |
2 |
3 |
| (1) |
For statement under Section 58 |
Rupees seventy |
| (2) |
Statement under Sections 60, 61 and 62 |
Rupees twenty |
| (3) |
Notice under Section 63 |
Rupees twenty-five |
| (4) |
Application under Section 64 |
Rupees thirty-five |
| (5) |
Inspection of volume under Section 66(1) for inspecting one volume of register |
Rupees fifteen |
| (6) |
For inspection of all documents relating to one firm |
Rupees thirty |
| (7) |
Copies from the Register of Firms, other than by Xerox |
Rupees twenty |
| [Vide Goa Act 12 of 2002, S. 2]. |
Gujarat. Substitution of Schedules 1 to 9 of 1923. In the Indian Partnership Act, 1932 (9 of 1932), in its application to the State of Gujarat, for Schedule I, the following Schedule shall be substituted, namely:
SCHEDULE I
[See sub-section (1) of Section 71]
| Document or act in respect of which the fee is payable |
Maximum fee |
| 1 |
2 |
| Statement under Section 58 |
Fifty rupees |
| Statement under Section 60 |
Twenty-five rupees |
| Intimation under Section 61 |
Twenty-five rupees |
| Intimation under Section 62 |
Twenty-five rupees |
| Notice under Section 63 |
Twenty-five rupees |
| Application under Section 64 |
Twenty-five rupees |
| Inspection of the Register of Firms under sub-section (1) of Section 66. |
Ten rupees for inspecting one volume of the Register. |
| Inspection of documents relating to a firm under sub-section (2) of Section 66. |
Ten rupees for the inspection of all documents relating to one firm. |
| Copies from the Register of Firms. |
Five rupees for each hundred words or part thereof . |
| [Vide Gujarat Act 13 of 1991, S. 2 (published in Guj. Gaz. Extra., Part IV, dt. 16-4-1991)]. |
|
Kerala. Substitution of new Schedule for Schedule I. In its application to the State of Kerala, for Schedule I to the Indian Partnership Act, 1932 (Central Act 9 of 1932), the following Schedule shall be substituted, namely:
SCHEDULE I
[See sub-section (1) of Section 71]
| Document or act in respect of which the fee is payable |
Maximum Fee |
| (1) |
(2) |
| Statement under Section 58 |
Five hundred rupees |
| Statement under Section 60 |
Two hundred rupees |
| Intimation under Section 61 |
Two hundred rupees |
| Intimation under Section 62 |
Two hundred rupees |
| Notice under Section 63 |
Two hundred rupees |
| Application under Section 64 |
Two hundred rupees |
| Inspection of the Register of Firms under sub-section (1) of Section 66 |
Fifty rupees for inspecting one Volume of the Register |
| Inspection of documents relating to a firm under sub-section (2) of Section 66 |
One hundred rupees for the inspection of all documents relating to one firm |
| Copies from the Register of Firms |
One hundred rupees for each hundred words or a part thereof . |
| [Vide Kerala Act 32 of 2013, S. 2] |
|
Madhya Pradesh. Substitution of Schedule I. In its application to the State of Madhya Pradesh, for Schedule I of the Indian Partnership Act, 1932 (9 of 1932), the following Schedule shall be substituted, namely:
SCHEDULE I
[See sub-section (1) of Section 71]
| Document or act in respect of which the fee is payable |
Maximum fee |
| (1) |
(2) |
| Statement under Section 58 |
Five hundred rupees |
| Statement under Section 60 |
One hundred rupees |
| Intimation under Section 61 |
One hundred rupees |
| Intimation under Section 62 |
Fifty rupees |
| Notice under Section 63 |
One hundred rupees |
| Application under Section 64 |
Fifty rupees |
| Inspection of the Register of Firms under sub-section (1) of Section 66. |
Twenty-five rupees |
| Inspection of documents relating to a firm under sub-section (2) of Section 66. |
Twenty-five rupees |
| Copies from the Register of firms under Section 67. |
Ten rupees (For each hundred words or part thereof): |
Provided that the State Government may increase the rate subject to a maximum of five percentage of the above rate in every two years.
Note. In case where the applicant requires copies, from the register of firms under Section 67, early i.e. within five working days, he shall file separate application along with double amount of fee and the competent authority shall grant copies within five working days . [Vide M.P. Act 34 of 1998, S. 3)].
Maharashtra. In its application to the State of Maharashtra, for Schedule I appended to the principal Act, the following Schedule shall be substituted, namely:
SCHEDULE I
[See Sections 70-A and 71]
| Document or act in respect of which the fee is payable |
Maximum fee |
|
| (1) |
(2) |
|
| (1) |
Statement under Section 58(1) |
Fifty rupees |
| (2) |
Memorandum of appeal under Section 58(4) |
Twenty-five rupees |
| (3) |
Statement under Section 60 |
Fifteen rupees |
| (4) |
Intimation under Section 61 |
Fifteen rupees |
| (5) |
Intimation under Section 62 |
Fifteen rupees |
| (6) |
Notice under Section 63(1) |
Fifteen rupees |
| (7) |
Intimation under Section 63(1-A) |
Fifteen rupees |
| (8) |
Notice under Section 63(2) |
Fifteen rupees |
| (9) |
Application under Section 64 |
Fifteen rupees |
| (10) |
Inspection of the Register of Firms under sub-section (1) of Section 66, for inspection of one volume of the Register of Firms. |
Seven rupees and fifty paise |
| (11) |
Inspection of documents relating to a firm under sub-section (2) of Section 66, for the inspection of all documents relating to one firm. |
Seven rupees and fifty paise |
| (12) |
Copies from the Register of Firms under Section 67, for each hundred words or part thereof. |
Two rupees |
| (13) |
Price of Forms prescribed under the rules. |
One rupee per Form. . |
| [Vide Mah. Act 29 of 1984, S. 18 (w.e.f. 1-1-1985)]. |
||
Pondicherry. In its application to the State of Pondicherry, Column (1) same as the principal Act: for Column (2) substitute as follows, serially,
Rs 10.00; Rs 3.00; Rs 3.00; Rs 3.00; Rs 3.00; Rs 3.00; Re 1.00; Re 1.00; Re 0.40;
Rajasthan. Substitution of new Schedule for Schedule I to Central Act 9 of 1932. In its application to the State of Rajasthan, for Schedule I to the Principal Act, the following Schedule shall be substituted, namely:
SCHEDULE I
[See sub-section (1) of Section 71]
| Sl. No. |
Document or act in respect of which the fee is payable |
Maximum fee |
| 1 |
2 |
3 |
| 1. |
Statement under Section 58 |
Three hundred rupees |
| 2. |
Statement under Section 60 |
One hundred rupees |
| 3. |
Intimation under Section 61 |
One hundred rupees |
| 4. |
Intimation under Section 62 |
One hundred rupees |
| 5. |
Notice under Section 63 |
One hundred rupees |
| 6. |
Application under Section 64 |
One hundred rupees |
| 7. |
Inspection of the Register of Firms under sub-section (1) of Section 66. |
One hundred rupees for inspection of one volume of Register. |
| 8. |
Inspection of documents relating to a firm under sub-section (2) of Section 66. |
One hundred rupees for inspection of all documents relating to one firm. |
| 9. |
Copies from the Register of Firms. |
Fifteen rupees for each hundred words or part thereof. . |
| [Vide Rajasthan Act 7 of 2007, S. 2, w.e.f. the date to be notified] |
||
Tamil Nadu. Substitution of new Schedule for Schedule I to Central Act 9 of 1932. In its application to the State of Tamil Nadu, for Schedule I to the principal Act, the following Schedule shall be substituted, namely:
SCHEDULE I
[See sub-section (1) of Section 71]
| Document or act in respect of which the fee is payable |
Maximum fee |
|
| 1 |
2 |
|
| Rs. P. |
||
| 1. |
Statement under Section 58 |
Two hundred rupees |
| 2. |
Statement under Section 60 |
Fifty rupees |
| 3. |
Intimation under Section 61 |
Fifty rupees |
| 4. |
Intimation under Section 62 |
Fifty rupees |
| 5. |
Notice under Section 63 |
Fifty rupees |
| 6. |
Application under Section 64 |
Fifty rupees |
| 7. |
Inspection of the Register of Firms under sub-section (1) of Section 66 |
Twenty-five rupeesfor inspection of the entry of each firm in the Register. |
| 8. |
Inspection of documents relating to a firm under sub-section (2) of Section 66 |
Fifty rupees for each inspection of all documents relating to one firm. |
| 9. |
Copies from the Register of Firms |
Ten rupees for each hundred words or part thereof. |
| [Vide T.N. Act 17 of 2013, S. 2] |
||
Uttar Pradesh. In its application to the State of Uttar Pradesh, for Schedule I, the following Schedule shall be substituted, namely
SCHEDULE I
[See sub-section (1) of Section 71]
| Document or Act in respect of which the fee is payable |
Maximum Fee |
|
| 1. |
Statement under Section 58 |
Five thousand rupees |
| 2. |
Statement under Section 60 |
Five hundred rupees |
| 3. |
Intimation under Section 61 |
Five hundred rupees |
| 4. |
Intimation under Section 62 |
Five hundred rupees |
| 5. |
Notice under Section 63 |
Five hundred rupees |
| 6. |
Application under Section 64 |
Five hundred rupees |
| 7. |
Inspection of the Register of Firms under sub-section (1) of Section 66 |
One hundred rupees |
| 8. |
Inspection of documents relating to Firm under sub-section (2) of Section 66 |
One hundred rupees |
| 9. |
Copies from the Register of Firms |
Fifty rupees for each hundred words or part thereof |
| [Vide U.P. Act No. 2 of 2013, S. 2] |
||
[Enactments Repealed]
25[* * *]
1. For Statement of Objects and Reasons and for Report of Special Committee, see Gazette of India, 1931, Pt. V, p. 31; for report of Select Committee, see ibid., 1932, Pt. V, p. 1. The Act has been applied to Berar by the Berar Laws Act, 1941 (4 of 1941). The Act has been extended to Dadra and Nagar Haveli by Regn. 6 of 1963, S. 2 and Schs. 1 and 2 of 1965, to Pondicherry by Regn. 11 of 1963, S. 3 and Sch., and to Laccadive, Minicoy and Amindivi Islands by Regn. 8 of 1965, S. 3 and Sch. The Act does not apply to partnership of cooperative societies in Maharashtra, vide Mah. Act 24 of 1961, S. 20(2). The Act has been amended in its application to Madras by Madras Adaptation of Laws (Central Acts) Order, 1950 and by Madras Act 21 of 1959.
2. Subs. by A.O. 1950.
3. The words except the State of Jammu and Kashmir omitted by Act 34 of 2019, Ss. 95, 96 & Sch. V (w.e.f. 31-10-2019).
4. Omitted by Act 31 of 2016, S. 245 and Sch. I (w.e.f. the date to be notified). Prior to omission it read as: (a) by the adjudication of all the partners or of all the partners but one as insolvent, or
5. Subs. by the A.L.O. 1950 for the words Provincial Government and Province respectively.
6. Subs. by the A.L.O. 1950 for the words Provincial Government and Province respectively.
7. Subs. by A.O. 1937 (1-4-1937) and A.L.O. 1950 (26-1-1950) for any Province .
8. Subs. Provincial Government by A.L.O. 1950.
9. The words the Crown or the Government of India or a Local Government have been successively adapted by the A.O. 1948 and the A.O. 1950 to read as above.
10. Subs. for when the C.G. in C. by the A.O. 1937.
11. Subs. for his by the A.O. 1937.
12. The words under the head of one of the Secretaries of the Government of India omitted by the A.O. 1937.
13. January 1, 1985
14. In its application to the State of Madras, Section 59-A has been inserted by the Madras (Added Territories) Adaptation of Laws Order, 1961.
15. Subs. for one hundred rupees by Mah. Act 16 of 2018, S. 2 (w.e.f. the date to be notified).
16. Subs. for Part A States and Part C States by Act 3 of 1957, S. 3 and Sch.
17. Subs. for such States by Act 3 of 1957, S. 3 and Sch.
18. Subs. for Section 55 by Act 24 of 1934, S. 2 and Sch. I.
19. Subs. by Mah. Act 16 of 2018, S. 3 (w.e.f. the date to be notified). Prior to substitution it read as: 69-A. Penalty for contravention of Sections 60, 61, 62 or 63. If any statement, intimation or notice under Sections 60, 61, 62 or 63 in respect of any registered firm is not sent or given to the Registrar, within the period specified in that section, the Registrar may, after giving notice to the partners of the firm and after giving them a reasonable opportunity of being heard, refuse to make the suitable amendments in the records relating to the firm, until the partners of the firm pay such penalty, not exceeding ten rupees per day, as the Registrar may determine in respect of the period between the date of expiry of the period specified in Sections 60, 61, 62, or as the case may be, 63 and the date of making the amendments in the entries relating to the firm. Mah. Act 29 of 1984, S. 14 (w.e.f. 1-1-1985).
20. Subs. for Provincial Government by the A.L.O. 1950.
21. Subs. by Act 20 of 1983, S. 2 and Sch. (w.e.f. 15-3-1984).
22. Ins. by the A.O. 1937 (1-4-1937).
23. Ins. by Act 20 of 1983, S. 2 and Sch. (w.e.f. 15-3-1984).
24. Repealed by the Repealing Act, 1938 (1 of 1938), S. 2 and Sch. Prior to repeal it read as: 73. Repeals. The enactments mentioned in Schedule II are hereby repealed to the extent specified in the fourth column thereof.
25. Repealed by the Repealing Act, 1938 (1 of 1938) Section 2 and Schedule. Prior to repeal it read as: SCHEDULE II Enactments Repealed Year No. Short title Extent of repeal 1 2 3 4 1872 IX The Indian Contract Act, 1872 Exception 2 and 3 to Section 27 The whole of Chapter XI 1920 Burma Act VIII The Burma Registration of Business Names Act, 1920 The whole