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Addendum To Partnership Deed

Addendum To Partnership Deed Template for India

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Addendum To Partnership Deed

"I need an Addendum to Partnership Deed to add two new partners to our existing manufacturing partnership and adjust profit-sharing ratios accordingly, with the changes to take effect from March 1, 2025."

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Document background
The Addendum To Partnership Deed is essential when partners need to modify their existing partnership arrangement in India. This document is commonly used when circumstances necessitate changes to the original partnership agreement, such as adjusting profit-sharing ratios, accommodating new partners, documenting partner retirements, or updating operational procedures. It must comply with the Indian Partnership Act, 1932, and relevant state laws, potentially requiring registration depending on state regulations. The addendum becomes an integral part of the original partnership deed and should clearly reference the original agreement while detailing all modifications. It's particularly important for maintaining legal compliance and ensuring all partners have a clear understanding of the changes being implemented.
Suggested Sections

1. Parties: Details of all existing partners and any new partners being added through this addendum

2. Background: Reference to the original Partnership Deed, its date of execution, and the reason for this addendum

3. Definitions: Key terms used in the addendum, including reference to definitions in the original deed that remain applicable

4. Amendment Details: Specific clauses being modified, added, or deleted from the original deed

5. Effect of Addendum: Clarification that all other terms of the original deed remain unchanged except as modified by this addendum

6. Effective Date: The date from which the modifications will take effect

7. Governing Law: Confirmation that the addendum is governed by Indian law, consistent with the original deed

8. Execution: Signature blocks for all partners, including both existing and new partners if applicable

Optional Sections

1. Change in Profit Sharing Ratio: Required when the addendum modifies the profit and loss sharing arrangement between partners

2. Capital Contribution Changes: Needed when partners are making additional capital contributions or withdrawing capital

3. Management Rights: Used when modifying the management structure or decision-making processes

4. Addition/Retirement of Partners: Required when adding new partners or documenting the retirement of existing partners

5. Business Expansion: Needed when the partnership is expanding into new business activities or locations

6. Banking Arrangements: Used when modifying banking operations or authorized signatories

7. Dispute Resolution: Optional update to dispute resolution procedures if different from original deed

Suggested Schedules

1. Schedule A - Original Partnership Deed: Copy of the original partnership deed being amended

2. Schedule B - New Capital Contributions: Details of any new capital contributions being made by partners

3. Schedule C - Revised Profit Sharing Ratio: Table showing the updated profit and loss sharing ratios of all partners

4. Schedule D - Asset Schedule: Updated list of partnership assets if relevant to the amendments

5. Appendix 1 - Partners' Resolution: Copy of partners' resolution approving the amendments

6. Appendix 2 - Regulatory Approvals: Copies of any regulatory approvals required for the amendments

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Linkedin in social icon imageX social icon image
alex.den.21@genieai.co
Relevant legal definitions
Addendum
Original Partnership Deed
Effective Date
Existing Partners
New Partners
Retiring Partners
Partnership Firm
Business
Capital Contribution
Additional Capital
Profit Sharing Ratio
Partnership Property
Managing Partner
Business Day
Applicable Law
Registration Authority
Original Terms
Modified Terms
Parties
Current Account
Capital Account
Deed of Adherence
Financial Year
Governing Law
Applicable Jurisdiction
Partnership Assets
Working Capital
Material Change
Business Operations
Management Rights
Authorized Representatives
Bank Account
Signing Authority
Clauses
Interpretation
Amendment
Capital Contribution
Profit and Loss Sharing
Management Rights
Partner Addition
Partner Retirement
Banking Operations
Business Scope
Duration
Decision Making
Admission of New Partners
Transfer of Interest
Death and Incapacity
Dissolution
Accounts and Audit
Non-Competition
Confidentiality
Governing Law
Dispute Resolution
Notices
Force Majeure
Severability
Entire Agreement
Registration
Compliance with Laws
Partnership Property
Partner Obligations
Indemnification
Amendment Procedure
Relevant Industries

Professional Services

Retail

Manufacturing

Real Estate

Technology

Construction

Healthcare

Hospitality

Trading

Consulting

Agriculture

Education

Relevant Teams

Legal

Finance

Compliance

Corporate Secretarial

Management

Operations

Business Development

Administrative

Relevant Roles

Managing Partner

Partner

Legal Counsel

Company Secretary

Chief Financial Officer

Business Owner

Managing Director

Compliance Officer

Legal Manager

Finance Director

Business Development Manager

Operations Manager

Industries
Indian Partnership Act, 1932: The primary legislation governing partnerships in India, defining rights, duties, and liabilities of partners, partnership formation, and dissolution
Indian Contract Act, 1872: Governs the fundamental principles of contract formation, modification, and enforcement, which are essential for creating a valid addendum
Registration Act, 1908: Deals with the registration requirements for partnership deeds and their amendments, particularly important if the original deed was registered
Income Tax Act, 1961: Governs the tax implications of partnership modifications, including changes in profit sharing ratio, capital contribution, or partner composition
Stamp Act (State-specific): Determines the stamp duty payable on partnership documents, including amendments, which varies by state in India
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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