Change Partnership Deed

Know about Partnership deed and change

Partnership Deed is a fundamental document for the firm as it governs the firm’s operations and activities. The partners must abide by the clauses of partnership deed during its existence and must not act beyond the scope drawn. Hence, to extend or restrict the scope of activities or operations, partners may change the partnership agreement.

The changes in Partnership deed are made by execution of a supplementary deed which is an addendum to the original partnership deed. Payment of appropriate stamp duty is a must for said deed. The registration of the supplementary deed would be compulsory if the firm is already registered with Registrar of Firm.

Reasons of change in Partnership Deed

Change of Partners and rights and responsibilities
It is the most common reason for modification indeed. Any existing partner may be unable to continue or new partner may be required to be added with the growth of the business. In all these cases of appointment, addition, removal, resignation or death of a partner, supplementary partnership deed for a change of partners is executed.
Change Business Activity or name
As said, the firm cannot act beyond the scope drawn by the agreement. Thus, if required to undertake new business activity, the partners must amend the business clause of the partnership deed enumerating the new activities. Also, the modification may take place to restrict the scope of activities by removing discontinued activities.
Change capital and profit sharing ratio
Where capital is the need of business, return is need for partners. The capital can be increased to expand business or other requirements. The change in capital mostly comes with change in profit sharing or ownership ratio, too. Both would require the change in partnership deed. The change in capital also demands payment of additional stamp duty to Government.
Change other clauses
Name of partnership or change in place of business, the addition of branch office etc. can be made effective through executing the supplementary deed. Other clauses cover change in term & conditions of appointment, resignation and notice period, the power of operations, jurisdiction of partnership, the manner of dissolution and duration of the partnership, etc.

Documents required to modify Partnership deed

Partnership Deed
Original Partnership deed with the modifications made, if any
PAN Card
Copy of PAN card of the firm to be provided
Proof from new partner
Copy of PAN card and address proof of new partner, if applicable

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Change Deed in 3 easy steps

  • Fill in our questionnaires that take less than 10 minutes
  • Provide basic details & documents
  • Make payment through secured payment gateways
  • Assigned Relationship Manager
  • Drafting of Supplementary Deed
  • Payment of stamp duty on the deed
  • Notarization of deed

All it takes is 7-10 working days*

*Subject to Government Processing Time

Process to modify Partnership Deed

  • Discussion and consultancy for required changes
  • Collection of basic Information & documents
  • Drafting of the supplementary deed
  • Review and provide deed after signature
  • Payment of required Stamp Duty
  • Notary on the signed supplementary deed
Explore change of partnership deed

Frequently Asked Questions

How does the supplementary agreement is executed?
Once the deed is prepared by the professionals and confirmed by the partners, appropriate stamp duty is paid on the agreement. The notarization of the deed is followed by the signature of all partners reflecting their approval for the change.
What is the amount of stamp duty payable?
Stamp duty is variable and based on the concerned State law of firm. It is calculated based on the capital contribution involved in the change. However, if there is no change in capital, the supplementary deed must be executed by payment of Rs 100/- towards stamp duty (included in package cost). The stamp duty in addition to said amount shall be payable separately.
Whether change in constitution of partnership firm is required to be notified to RoF?
If the original partnership deed is duly registered with Registrar of Firms, then any modifications must also be notified to the RoF after its execution.
When will the changes by supplementary deed be effective?
The changes will be effective after signature of partners and notary on the deed. If a partnership deed is registered, the certificate of modification must be obtained after execution.
How can I add new Partner in the Partnership Firm in India?
Addition of a new partner can be made in a manner prescribed by the effective Partnership Deed. The partner to be added should fulfill the requirement as prescribed in the deed if any. The change of partner in partnership deed must be reflected along with the date of addition, terms, and conditions of joining, etc.
How a partner may resign from the firm? Whether partnership deed should be changed in such case?
The resigning partner should first intimate about his willingness to resign to existing partners through resignation letter. The notice period can be as decided and mentioned in the DIN. Further, all the partners including the exiting partner have to enter in agreement (supplementary deed) whereby all the conditions and fact of exit should be enumerated.
Whether the place of business can be changed?
For addition or branch place or new principal office, a supplementary partnership deed for a change of address must be executed in a manner explained in the first FAQ.
How do I change the business activities of Partnership firm?
The activities can be modified or updated as per the mutual agreement of the partners. All you need to do is explain about the new activities or the change to your executive and rest will be taken care and implemented through supplementary deed.
Can I change the name of partnership?
The name of the partnership firm can, of course, be changed, but with the consent of all partners as it implies to change in the constitution of a partnership firm. Further, after executing the changes, the firm must apply for updating the name in every registration obtained and also in the PAN card. The service of updating PAN is not included in given package.

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