Deed of Dissolution of Partnership
THIS DEED OF DISSOLUTION OF PARTNERSHIP made the . . . . . . . . . . . . . day of . . . . . . . . ., 20 . . . ., BETWEEN (Give name and description of all the partners)
WHEREAS the partners hereto under a deed of partnership, dated . . . . . . . . ., made between them formed themselves into a trading firm and carried on business under the name and style of . . . . . . . . . pursuant to the covenants, stipulations and provisions contained in the said deed;
AND WHEREAS it has been mutually decided between the partners that the said partnership shall be dissolved, and the said trade and business shall be wound up and the stock-in-trade, assets and credits realized and called in, and the net proceeds after payment and satisfaction of all debts and liabilities divided between the partners according to the covenants in this behalf appearing in the deed of partnership:
NOW THIS DEED WITNESSES that in pursuance of the said agreement it is hereby declared and agreed by and between the parties hereto as follows, that is to say:
1. The said partnership, between the partners hereto under the deed, dated . . . . . . . . ., hereunto appended shall be determined and stand dissolved as from the . . . . . . . . . day of . . . . . . . . ., 20 . . . . And the parties hereto singly or jointly shall not carry on the business of the said firm of . . . . . . . . . under the said name or style for a period of . . . . . . . . .years hence.
2. The parties hereto shall on the aforesaid date of . . . . . . . . . sign notices of the dissolution and forthwith advertise in the local Official Gazette the fact of dissolution as required by Section 45 of the Indian Partnership Act AND shall also intimate the fact of dissolution to the Registrar of Firms under the provision of Section 63 of the said Act.
3. Within . . . . . . . . . days after the dissolution of the partnership a full and general account and balance sheet shall be taken and made of the property, assets and liabilities of the partnership; and a full and particular inventory and valuation of all the machinery, plants, tools, utensils, stock-in-hand, office equipment, materials and effects belonging to the firm shall be made by the parties or such other person as the partners may choose to appoint, whose decision shall be final and binding on the partners; and all debts owing to the firm shall be collected and got in by the parties or such other person as the parties may by instrument in this behalf appoint.
4. That as soon as may be, after the property, assets and liabilities have been got in and disbursed the parties or such other person or persons whom the parties may have appointed under the foregoing clause shall divide and apportion the share of the parties, in the proportion of the contribution of the parties towards the capital. In such division any amounts paid earlier or due to the parties according to the books of the partnership shall be taken into account. That the cost of liquidation proceedings shall also be deemed to be a liability of the partnership and paid from the funds of the partnership.
5. That in case the winding up shows a loss or the assets of the partnership are insufficient to meet the liabilities and debts of the partnership then the partners shall forthwith pay such losses in the proportion of their contribution to the capital.
6. Each of the parties shall, so soon as the others or any of them, or their or his representatives, shall have executed and done all the assurances, acts and things hereby agreed to be done by them respectively, and at the request and cost of such others or other, or their or his representatives execute to them or him such releases, indemnities and assurances as may be reasonable and proper.
IN WITNESS whereof the said A. B., C. D. and E. F. have hereto signed and executed this agreement of dissolution and appended it to the said deed of partnership, dated . . . . . . . . .
Witness: Sd. A. B.
Sd. C. D.
Sd. E. F.