Partnership Reconstitution Deed Format
Record the admission or retirement of partners and the revised capital and profit-sharing ratio of a partnership firm.
What it is
A partnership firm is reconstituted when a partner joins, retires or dies, or when the partners change their profit-sharing ratio. The Indian Partnership Act, 1932 requires the consent of all existing partners to admit a new partner (Section 31) and governs retirement (Section 32). A reconstitution deed, a supplementary deed to the original partnership deed, records the change and the settlement with the retiring partner.
When it is used
- Admitting a new partner into an existing firm.
- A partner retires and the others continue the business.
- Revising capital contributions or the profit-sharing ratio.
What the template covers
- Continuing, retiring and incoming partners
- Recitals of the original deed and earlier changes
- Effective date of admission and retirement
- Settlement of the retiring partner's account
- Revised capital and profit-sharing ratio
- Continuation of other terms of the original deed
Details you will need
The generator asks for the following. Fields marked with an asterisk in the form are required; the rest can be left blank and filled in later in Word.
Deed Details
Date of Deed; Place of Execution; State of Execution (for Stamp Act); Type of Reconstitution; Effective Date of Reconstitution; Reason (optional)
Firm Details
Firm Name; Principal Place of Business; Nature of Business; Date of Original Partnership Deed; Earlier Changes to the Deed (optional); Firm PAN; Firm GSTIN; Registrar of Firms Registration No. (if registered)
Continuing Partners
Continuing Partners (with revised capital and share): Full Name, S/o, D/o or W/o, Age (years), Residential Address, PAN, Revised Capital (₹), New Profit Share (%)
Incoming Partners
Incoming Partners (for admission): Full Name, S/o, D/o or W/o, Age (years), Residential Address, PAN, Capital Introduced (₹), Profit Share (%)
Retiring Partners
Retiring Partners (for retirement): Full Name, S/o, D/o or W/o, Residential Address, PAN, Amount Settled (₹), Mode / Timing of Payment
Financial Terms
Treatment of Goodwill; Agreed Value of Goodwill (₹, optional); Interest on Capital (% p.a., optional); Interest and Remuneration Clause; Names of Working Partners (if revised)
Witnesses
Witness 1 Name; Witness 1 Address; Witness 2 Name; Witness 2 Address
Stamp duty, registration and filing
A registered firm must inform the Registrar of Firms of changes in its constitution under Section 63 of the Act. A retiring partner remains liable to third parties for acts of the firm until public notice of retirement is given (Section 32). Changes in partners must also be updated in the firm's GST registration (a core-field amendment applied for within 15 days) and with its bank. Stamp duty depends on the State.
Generate the Partnership Reconstitution Deed (Admission / Retirement of Partner)
Fill in the form and download the draft as a Word file. It is a general template, not legal or professional advice; have it reviewed for your facts before you sign or rely on it.
Need this checked against your facts, or the registration or filing that follows? Contact SKAG and Associates
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Frequently asked questions
Is a new partnership deed needed when a partner joins?
A supplementary (reconstitution) deed signed by all partners is enough; it amends the original deed rather than replacing it.
Does the firm need a new PAN after reconstitution?
No. The firm continues with the same PAN; only the partners and their ratio change.
What happens to a retiring partner's liability?
They remain liable to third parties for acts of the firm until public notice of retirement is given, as Section 32 of the Indian Partnership Act requires.
This page gives general information for reference only. Laws, stamp duty rates and filing requirements change and differ between States, so confirm the current position for your case. Related: all document templates · free tax calculators · compliance calendar and guides.