- Dissolution by Agreement. ...
- Dissolution by Notice. ...
- Insolvency of Partners. ...
- Commitment to Illegal Business. ...
- Death of a Partner. ...
- Expiry of Term. ...
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Completion of Work or Contract. ...
- Resignation of Partner.
After the dissolution of the firm the authority of each partner to bind the firm, and other mutual rights and obligations of the partners, continue so far as may be necessary for the following two purposes:
(a) To wind up the affairs of the firm, e.g., disposing of the property, realising amount due from debtors and paying to creditors and so on; and
(b) To complete transactions begun but unfinished at the time of the dissolution, e.g., taking delivery of the goods ordered before dissolution and paying for them.
On the dissolution of a firm every partner or his representative is entitled to have the property of the firm realised and 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.
So long as the affairs of the dissolved firm are in process of winding up, it is still the duty of every partner not to make any personal profit out of transactions concerning the firm. A partner, therefore, must account to the firm for every benefit so derived by him and must share it with other partners
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, such a partner shall be entitled to repayment of ‘rateable amount of premium’ for the unexpired period except where the dissolution has been caused:
(a) By the death of a partner;
(b) By the misconduct of the partner so admitted; or
(c) By mutual agreement of all the partners containing no provision for the return of premium.
In the absence of an agreement to the contrary, each partner or his representative is entitled to restrain the other partners from carrying on a similar business in the name of the firm or from using the property of the firm for their own benefit, until the affairs of the firm have been completely wound up.
However, where a partner or his representative has bought the goodwill of the firm he can use the firm name. (Sec. 53)
Further, the partners in anticipation of or upon dissolution of the firm can agree 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.
Such an agreement shall be valid and not void on the ground of restraint of trade, if the restrictions imposed are reasonable. (Sec. 54).
The dissolution of a partnership firm is said to be dissolved when the relationship between the partners is terminated. In case of dissolution, the firm ceases to exist. The process of dissolution includes disposing of the assets and the liabilities are paid off. The firm discontinues all of its activities and no partner has any relation with the other partners.
Dissolution by Court: The dissolution of a partnership firm may be ordered by the court on the following grounds:
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When a partner becomes insane
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When a partner becomes permanently incapable of performing his duties as a partner.
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When a partner is guilty of misconduct which is more likely to affects the reputation and business of the firm.
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When a partner continuously commits a breach of the partnership agreement.
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When a partner transfers the whole of his interest or share in the firm to a third party.
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When the business of the firm cannot be carried on except at a loss.
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When the court’s opinion regarding the dissolution of the firm to be just and equitable on any ground.
Settlement of accounts on dissolution
According to Sec. 48 of The Indian Partnership Act,1932, the following procedure is to be followed for the settlement of accounts between partners after the dissolution of the firm:
. Losses including deficiencies of capital shall be first paid out from the profits, next from the capital, and if necessary, by the personal contribution of partners in their profit-sharing ratio.
2. The assets of the firm, including any sum contributed by the partners to make up deficiencies of capital, will be applied in the following manner:
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Payment of the debts of the firm to the third parties
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Payment of advances and loans given by the partners
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Payment of capital contributed by the partners
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The surplus, if any, will be divided among the partners in their profit-sharing ratio.