Our partnership firm has six partners, started in 2012. Registered in Register of Firms under Partnership Act 1932. I am one among the partners. To change them into proprietorship, i dissolute the firm and received no objections and signatures in dissolution deed from 5 partners (including me) except one partner after giving appropriate compensation according to books of accounts. But one partner who asks large amount even after negotiation didn't sign the deed. Please tell me shall i submit the dissolution deed with signatures of five partners (including me) out of six partners to registrar of firms and remove the registered number from Register of Firms under Partnership Act 1932. If any other ways, please tell me how to proceed without the adamant partner. FYI, I am taking proprietorship as i took efforts to bring the company up . I want to retain ame company name too. Kindly advise me.
27 June 2021
Give a notice of dissolution to the desenting partner and proceed to dissolve.
Section 43 Under Section 43 of the Indian Partnership Act, 1932, a firm can be dissolved by one partner through a notice. The partner who wishes to dissolve the firm must send out a notice to all the other partners that communicate the intentions of dissolving the said firm.
You can continue as prop if there is no objection from other partners, other than the dissenting one.
All the partners can sign an affidavit to dissolve the partnership firm and style it as a proprietorship firm owned by you after they collect their share of the investment in the firm.
Thank you very much for your kind reply and the valuable information. The firm was dissolved on April 30 2021 as per Dissolution deed. Can i send a dissolution notice to the dissenting partner now? After issuing notice to the disagreed partner, based on notice can i be able to approach Registrar of Firms to remove the registered number. Please advise stepwise process from removing registered number. Any documents required.
Since i wish to continue same company name as proprietor, is it ok after getting signed affidavit and style it as proprietorship ?
Thank you very much for your kind reply and the valuable information. The firm was dissolved on April 30 2021 as per Dissolution deed. Can i send a dissolution notice to the dissenting partner now? After issuing notice to the disagreed partner, based on notice can i be able to approach Registrar of Firms to remove the registered number. Please advise stepwise process from removing registered number. Any documents required.
Since i wish to continue same company name as proprietor, is it ok after getting signed affidavit and style it as proprietorship ?
28 June 2021
Notice should have been sent before dissolution. Anyhow now send the notice. File request for cancellation of registration with registrar of firms with copy of dissolution deed. Continue with affidavit signed.
19 July 2021
Sir, now i have ten lakhs sixteen thousand in Company current account. Does this attract income tax. How many cash can i keep in current account to avoid income tax notice as we will be receiving inward remittances each month. Where can i deposit the amounts to get good and safety interest for one year. Kindly advise me sir.
p.s. in 2022 i have to file income tax for proprietorship for the first time - sir please tell me any good advise to avoid income tax problems. I value your reply.
20 July 2021
It is a typesetting services provided to foreign publishers and getting inward remittances against export of services.
Can you please tell me sir what is the cash limit for Current account. Definitely i will file ITR and pay taxes in 2022 sir. Since it is going to be proprietorship, i want to know if taxes will high as for partnership the taxes i paid is reasonable.
This financial year i am going to file ITR for partnership which was dissolved Apr 30. Sir, how to inform ITR about dissolved partnership and i am going to continue with proprietorship from May 2021 onwards. Kindly reply.
20 July 2021
For export of service you need to register under GST. Submit letter of undertaking in GST portal to avoid GST payment on export. You need to file ITR every year for the firm. No need to worry about current account balance. How much is your annual receipt. Do you employ any person.
20 July 2021
15 lacs turnover holding 10 lacs in current account no problem. File ITR of the firm declaring 8%/6% ( in case of more than 95% receipts and payments through bank.
23 July 2021
Sir where can I download form 5 mentioning Tamil Nadu registration to remove registered number. Do I need to get signature of five partners in form5 and upload online. Can you please tell me the process or any samples sir
23 July 2021
Sir thank you for your quick reply. While registering the firm I signed as authorising agent. No others signed the document. Do I need to get all signatures when closing the registration. I have attested dissolution deed except the signature of dissenting partner and can I upload with form v online sir
23 July 2021
Sir I signed in as Name of applicant and no others signed. Sorry to bother again with tons of questions here no auditors are completely aware of dissolution process and registration removal please help Sir
29 July 2021
Sir, i got signatures of all five partners except the dissenting partner in Form V. I do not know the website to upload both attested dissolution deed and form v to remove registration. Kindly help me.
30 July 2021
Sir, here i don't see the cancellation part. Can you please send link showing any samples. Or shall i give the documents to registration office manually, do they accept? Sorry to bother you again sir.
The registrar is still not responding to the cancellation request submitted one month ago because of missing dissenting partner signature. Kindly advise me how to proceed further to cancel the registration.
18 September 2021
Once you dissolved the firm and submitted cancellation request he has to cancel no other option for him. Send Right to information request.
The RTI has responded as below: "Please contact The Registrar of Firms, Chennai (South), Government of Tamil Nadu Registration Department, for the resolution of your issue. Our office is the Office of Registrar of Companies, Ministry of Corporate Affairs, Govt of India, and deals with Companies and LLPs and not with Partnership firms. "
But Tamil Nadu Registration department still put the cancellation request on pending because of missing signature of the dissenting partner.
Kindly advise me how to solve this problem. Please help me sir.
Note: I have emailed grivcell@tnreginet.net,no repsonse
The problem is that the partnership firm registered on 2012 showing the status as approved in TNREGINET website but has not been renewal from 2012 to till date.
Should i need to apply for cancellation? Can the dissenting partner go to court if the company has not been renewal till date? Shall court intervene into this matter
CAclubindia
