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Can a private company become a partner in a partneeship firm

Dhananjay Reddy (Audit Manager) (194 Points)

09 June 2012

Dear friends

Pls calarify me regarding the following doubt

Can a private limited company become as a partner in a partnership firm ??????

Pls explain in detail what are all the requirements under the companies act 1956 and Indian partnership act 1932.

Thanks in advance

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16 Replies

Giridhar S Karandikar (Team Lead) (7543 Points)
Replied 09 June 2012

Yes the co can become a partner in a p'ship. there are no legal requirements as per Co's Act to be complied by the pvt co for becoming a partner in a firm.

Under the partnership Act, the normal requirements of Regt u/s 58 wud have to be complied with.

Dhananjay Reddy (Audit Manager) (194 Points)
Replied 09 June 2012

sir,

is there any requirement to pass a resolution by company....if yes, is the company required to file the resolution to ROC.

Pls explain in detail sir.

Thanking you

Aniket (B.com Graduate Student of CA-Final and CS-Final) (32 Points)
Replied 10 June 2012

A company being an artificial person can become a partner in a partnership firm.

(Guest)

Hi,

YES, A private limited company can become partner in a partnership firm.

There are no requirements under the companies act 1956 and Indian partnership act 1932 in this case.

However it is always a good corporate practice to pass a board resolution. This resolution is not required to be filed with ROC.

Sample board resolution is :

“RESOLVED THAT the Company be and is hereby authorised to become partner in Partnership Firm under the name and style of “XXX”

“FURTHER RESOLVED THAT the company be and is hereby authorised to make investment in partnership firm “XXX” for the future prospects.”

“FURTHER RESOLVED THAT Mr. M and/ or Mrs. M, Director of the Company be and are hereby authorized to negotiate and finalise the terms and conditions of proposed investment, to execute all such papers, documents, and agreements as may be required in this connection and do all such acts, deeds or things as may be required or considered necessary or incidental for giving effect to the above resolution.”

5 Like

Dhananjay Reddy (Audit Manager) (194 Points)
Replied 12 June 2012

Very much Thanks to Neha and other Frns, for Clarifying the doubt......

(Guest)

You are most welcome Dhananjay Reddy Jee.

1 Like

Sushil Upadhyay (Manager-Accounts) (45 Points)
Replied 21 June 2012

Dear Madam, if CG is required to appoint a foreign National as MD of the private Limited company which is registered in India with Joint venture of foreign company and indian company.

Sathyanarayanan (Senior Branch Manager) (21 Points)
Replied 28 August 2012

Respected learned member Neha madam,

As I understand, in a company the liability will be limited. But in a partnership firm it will be joint and several (unless it is an LLP).

If a company becomes a partner in a partnership firm whether the liability of the company will be limited to their % of stake? Whether the directors of the company will have joint and several liability?

Please enlighten me in this apect.

(Guest)

Hello, Sathyanarayanan ji,

Pls appreciate -

1. In case of company, liability of shareholders is limited to the extent of their shareholding.

2. Liabilty of company being partner of partnership firm is unlimited. Directors are not liable unless they are negligent.

Thanks

1 Like

Pratik M Shah (Practice) (24 Points)
Replied 03 June 2015

Dear Friends,

Can Loan be given by a Private Limited Company to a Partnership Firm in which the said Company is a Partner?

According to Section 185 of the Companies Act, 2013, said loan cannot be given by a Company to the Partnership Firm.

What can be the tax implications?

RINESH DHANESHA (Student CA IPC / IPCC) (60 Points)
Replied 18 January 2017

Can a partnership Company enter into MOU with proprietorship business for taking up a project?

Thanks in Advance

Aish Bhatt (Country Head and Director India) (22 Points)
Replied 11 February 2017

hi, what are the options if a private limited company wants to fund short term the partnership cmpany through borrowing... is it neccessary to become partner ....

equity

debt .

CA Subhash Rawat (15 Points)
Replied 16 March 2017

But firm has unlimited liability so how can a limited company. Can be partner answer me please

Santosh Kumar (Director) (23 Points)
Replied 24 April 2018

Hi, Can a partnership firm who has three partners namely Mr. X, Mr. Y and Mrs. Z, get in to partnership with a Pvt Ltd company who has only TWO directors and they are Mr. X and Mr. Y.
Here Mr. X and Mr. Y are common in both the Pvt Ltd Co and Partnership firm. Can a company with common partner as its directors get in partnership firm now. Are there any restrictions in this context in newly amended companies act? Please help and do mention the section where its explained..
Thanks in advance.