Draft a Partnership Dissolution Deed in this respect.

Question 27
A partnership firms was constituted by A, B and C partners, carrying on the business of shoe
manufacturing. Lateron, Nickson Shoe Manufacturing Co. Limited proposed to purchase the
business of the firm to the Partners of the firm. The partners unanimously consented to it and
agreed to dissolve the firm. Draft a Partnership Dissolution Deed in this respect. (June-2009)
Answer
Partnership Dissolution Deed
This deed of dissolution executed on this day of 20th March 2009 between:
1. A S/o X, aged 35 years residing at Surya Nagar, Kanpur
2. B S/o Y, aged 40 years residing at Mani Nagar, Kanpur.
3. C S/o Z, aged 45 years residing at Asha Nagar , Kanpur.
AND WHEREAS the aforesaid partners by mutual consent agreed to constitute the firm by
selling all the assets and liabilities of the firm to a new company incorporated under the
name and style of Nickson Shoe manufacturing Co. Limited registered under the Indian
companies Act, 1956. The terms and conditions are hereby agreed to in writing as follows.
The firm of the aforesaid partners stands dissolved as from 20th march 2009 from which
date the assets and liabilities of the business of the firm as per annexure will vest with the
Nickson shoe Manufacturing Co. Limited.

The aforesaid Partners have agreed to sale all the liabilities and assets of the firm to
Nickson Shoe Manufacturing Co. Limited under a separate agreement.
The Partners release each other from all obligations arising from this deed dated 28,
march, 2009. Further, all statutory liabilities like income tax shall be proportionately borne
by the Partners as agreed in the partnership deed, and paid for even after the dissolution
of the firm and the partners agree to notify the discontinuance of business to the Income
Tax Authorities under section 176 and all other concerned authorities.
Signatures
------------------------------------------------------- Signature of A S/o X
--------------------------------------------------------Signature of B S/o Y
--------------------------------------------------------Signature of C S/o Z.