From a legal standpoint reconstitution of partnership firm is common. Whenever there is any change in the original partnership agreement the process of reconstitution begins.
According to the Partnership Act 1932, a new partner can be admitted into the firm only with the consent of all the existing partners unless otherwise agreed upon. With the admission of a new partner, the partnership firm is reconstituted and a new agreement is entered into to carry on the business of the firm.
immovable property can be acquired on behalf of a partnership firm in India.
Where partnership was reconstituted due to entrance of new partners who brought cash by way of capital contribution and the retiring partners take cash and retire, there was thus no dissolution of the firm and no distribution of capital asset. What was given to the retiring partners was money representing the value of their share in the partnership and no capital asset was transferred on the date of retirement.
Therefore there is no necessity to register the immovable assets in the name of reconstituted partnership firm.
2. Reconstitution of a partnership firm takes place whenever there is a change in the profit sharing ratio among the partners, admission of a new partner, retirement of a partner and death or insolvency of a partner.
Any change in the existing agreement is known as reconstitution of the partnership firm. Thus, the existing agreement ends and a new agreement is formed with the changed relationship among the members of the partnership firm and its composition.
As per the Partnership Act, 1932, a new partner can only be admitted unanimously unless otherwise provided in the partnership deed. When a new partner is admitted a new agreement is formed and thus the firm is reconstituted.
Retirement amounts to a reconstitution of a firm where the number of partners, their capital contribution ratio and also the profit sharing ratio changes. The retiring partner is paid his share of capital, goodwill and revaluation profit or loss.