THIS DEED OF PARTNERSHIP is made this 7th day of May, in the year Two Thousand Eighteen BETWEEN :
- Sri Basant Sarawgi, S/o (L) Mahabir Sarawgi, hereinafter called the party hereto of the FIRST PART,
- Sri SANJAY KUMAR SARAWG, S/o (L) Shankar Sarawgi, hereinafter called the party hereto of the SECOND PART,
- Neeta Devi Sarawgi, W/o (L) Mahabir Sarawgi, hereinafter called the party hereto of the THIRD PART,
- SONU AGARWAL, W/o Sri Naresh Agarwal, hereinafter called the party hereto of the FOURTH PART
- Sri DIPAK Sarawgi, S/o (L) Shankar Sarawgi, hereinafter called the party hereto of the FIFTH PART.
All by caste Agarwala, by religion Hindu, by profession merchant and residing presently at Sarai Rohilla, Delhi -110 005 in the State of Delhi.
Each of the above expression, unless excluded by or repugnant to the context, shall mean and include their respective heirs, executors, administrators and assigns.
WHEREAS the parties hereto of the 1st , 2nd, 3rd and 4th Part were carrying on business in the partnership under the name and style of ‘M/s B.S.AGENCY’ with its principal place of business situated at Shastri Nagar, Delhi – 110 007 since 01.04.1992 as per Deed of Partnership executed on 28.04.1992.
AND WHEREAS the Party hereto of the FIFTH PART is the younger brother of the party hereto of the 2nd Part and is an energetic, talented and trustworthy young entrepreneur and has vast knowledge of the firm’s line of business and who at the invitation of the other partners, is willing to join them as a co-partner and whereas on acceptance of the offer by the Fifth Party, all the above parties have agreed to become partners w.e.f. 01.04.2018 under certain terms and conditions as mutually agreed among them.
AND WHEREAS it has been further considered expedient and advisable by the parties hereto to reduce into writing all the agreed terms and conditions in accordance with which the business of the partnership shall be carried in the shape of a formal Deed of Partnership in order to avoid all future disputes, mis-understandings and legal difficulties regarding them or the firm.
NOW, THEREFORE, THIS DEED OF PARTNERSHIP WITNESSES the said terms and conditions as under:-
- That the business of the partnership shall continue to be carried on under the name and style of “M/s B. S. AGENCY” with its principal place of business located at Shastri Nagar, Delhi – 110 007 in the State of Delhi. Branch or branches of this partnership can be opened within the State or outside the State as may be decided from time to time by the partners.
- That the business of the partnership shall be that of dealing in all types of Motor Parts & Accessories, Tyres & Tubes, Lubricants, Batteries, Electrical & Hardware items and to act as Distributors, Stockists, Order Suppliers and Commission Agents. The partners may take up any other line or lines of business in future as may be mutually decided among them.
- That the Assets and Liabilities of M/s B. S. AGENCY as on 01.04.2018 shall henceforth be the Assets and Liabilities of the re-constituted partnership firm.
- That the business of the partnership shall be deemed to have commenced on and from 1st April, 2018 and shall continue till it is dissolved or determined otherwise by the partners in the manner mutually decided among them.
- That the amount standing to the credit of the parties hereto of the 1st, 2nd, 3rd and 4th Part in the Balance Sheet as on 01.04.2018 shall be treated as their respective capital contributions in the partnership. The party hereto of the 5th Part shall bring in capital as decided among the partners. Further, capital may be brought in as agreed by the partners. The capital contributed shall carry interest @ 12% per annum subject to any restrictions imposed by future Finance Acts. Any amount withdrawn during the year by the partners for their personal expenses etc. and debited to their respective capital accounts will be adjusted against the interest/salary payable to such partners and against their share of profit.
- That the Accounting Year of the Firm shall be Financial Year beginning on 1st April and ending on following 31st At the end of each and every financial year, the accounts of the Firm shall be finalized and a Profit & Loss A/c and Balance Sheet drawn up and checked by the partners who shall be bound thereby except for errors discovered and rectified. The resultant profit or loss after adjustment of payment/provisions of interest and salaries to partners, shall be divided among the partners according to their respective shares as mentioned in clause 7(seven) below.
- That the partners hereto shall share the net profit or loss of the Firm in the following proportions :
- Sri Basant Sarawgi 20%
- Sri Sanjay Kumar Sarawgi 25%
- Sri Dipak Sarawgi 25%
- Neeta Devi Sarawgi 15%
- Sonu Agarwal 15%
- That the books of accounts in respect of the partnership business as may be considered necessary and proper by the parties hereto, shall be maintained. Each of the parties hereto shall have the right to inspect the said books at all reasonable times and may take such extracts as he/she thinks fit.
- That the Firm’s bank account can be opened with any bank or banks as may be decided mutually by the partners. The bank accounts shall be operated upon either by Sri Basant Sarawgi or by Sri Dipak Sarawgi. The operation of bank account may be altered or may also be operated upon by any of the partners or by any such other person as may be authorized by the partners. The Firm’s present O.D. A/c with HDFC Bank Ltd. shall continue.
- That the partners hereto of the 1st ,2nd and 5th Part shall diligently, faithfully and actively participate and look after the business affairs of the Firm and shall be treated as Working Partners. At present each of the above Working Partner shall be entitled to a salary of Rs. 10000/- per month. If due to their sincere efforts the profitability of the Firm increases, their remuneration will increase accordingly but in case of insufficiency of profit or the Firm incurring a loss, the partners will neither get any salary nor any interest on capital. The salary/remuneration if drawn shall be payable in the following manner:
|(a) On the First Rs.3,00,000 of the book profit or in a case of a loss||Rs. 1,50,000 or at the rate of 90 per cent of the book–profits, whichever is more;|
|(b) On the balance of the book-profit||At the rate of 60 percent;|
The Salary/remuneration so paid shall be allowed in the manner and to the extent provided u/s 40(b)(v) of the Income Tax Act, 1961 and it is also hereby decided that the terms of Salary/Remuneration may be altered/modified in future as per mutual decision of the partners.
- That each partner shall punctually pay or/and discharge his/her separate and private debts and engagements and keep the other partners and Firm indemnified therefrom and from all actions, costs, claims and proceedings. The Firm or its other partners shall not be liable for any personal business debt or other personal liabilities of any partner.
- That no partner shall, without the written consent of other partners
- Sell, pledge, charge or otherwise transfer his/her right, share, title or interest in the partnership to anybody else.
- Compromise, release or discharge any debt or property due to the partnership.
- That the death of any partner shall not dissolve the partnership. The heirs of the deceased partner may be taken in as partners subject to such terms and conditions as agreed.
- That any of the parties hereto shall be entitled to act, appear, sign instrument and/or documents, statements, verifications in and regarding any civil, criminal or revenue matter connected with the affairs of the partnership and to represent the same before all such courts, authorities, public bodies, banks, district councils, Govt. offices and departments, firms and companies. The partners may delegate any of their powers to such other person as may be decided by them from time to time.
- That the parties hereto shall be entitled to withdrawn such reasonable amounts for their personal expenses as may be agreed upon amongst the partners against their salary/interest on capital and share of profit.
- That a partner may retire from the partnership by giving other partners 3(three) month’s notice in writing. The remaining partners may continue the business under the old name and style of the Firm. New partner or partners may be admitted only by written consent of all the partners.
- That the partners may borrow money for Firm’s business or Firm’s other obligations from any individual, firm, company, Government, Semi-Government body, financial institutions and banks upon such terms and conditions as may be thought proper and fair by the partners.
- That in case of any dispute or difference between the parties hereto connecting them or the partnership, if not settled mutually, the same shall be referred to arbitration by a panel of five arbitrators, one selected by each, whose majority decision shall be binding on the parties.
- That any of the terms and conditions of this Deed of Partnership can be varied, altered, added , deleted or amended with the written consent of all the partners.
- That subject to the terms and conditions stated herein above the partnership shall be governed by the provisions of the Indian Partnership Act, 1932 as amended.
IN WITNESS WHEREOF the parties hereto have signed these
presents on the day, month and year above first written.
SIGNATURE OF WITNESSES AND ADDRESS SIGNATURE OF THE PARTIES
- 1. (Sri Basant Sarawgi)
- 2. (Sri Sanjay Sarawgi)
3. (Smt. Neeta Devi Sarawgi
4. (Smt. Sonu Agarwal)
5. (Sri Dipak Sarawgi)