DEED OF PARTNERSHIP

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THIS DEED OF PARTNERSHIP is made on day of , 2010 between the following in the city of
CHENNAI

1. X S/O. , aged about years, residing at . HEREINAFTER CALLED THE

PARTY OF FIRST PART.

2. Y S/O. , aged about years, residing at . HEREINAFTER CALLED THE

PARTY OF SECOND PART.

3. Z S/O. , aged about years, residing at . HEREINAFTER CALLED THE

PARTY OF THIRD PART.

And whereas the partners hereto have been advised to reduce the terms and conditions of the
partnership in writing:

Contd…
 / 02 /

NOW THIS DEED OF PARTNERSHIP WITNESSETH:

1. NAME : The name of the Partnership firm shall be

“ ”
or such other name or names, which shall be
mutually decided upon by the partners from
time to time.

2. ADDRESS : The place of the business of the Partnership

shall be .
or at any other place or as the parties hereto may
decide from time to time.

3. COMMENCEMENT OF BUSINESS : The Partnership shall be effective from

.

4. NATURE OF BUSINESS : The business of the Partnership shall be to

Carry on a business of with
Central and State
Governments, Defence and other departments and
all other concerns and any other business
as may be mutually agreed upon
among the partners.

5. DURATION : The Partnership shall be “AT WILL”

Contd…….
 / 03 /

6. REMUNERATION TO PARTNERS : It is agreed by and between the parties hereto

that all the partners are devoting their time and
attention in the conduct of the affairs of the firm,
as the circumstances and business needs may
require and shall be paid remuneration from
.
The total remuneration payable to partners shall be
Worked out as under:
(i)In case book Profit is Rs.150,000
Negative
(ii)In case book profit is
Positive
- On first Rs.3 lakh of Rs.1,50,000or 90%
of the book profit
whichever is
higher

- On the balance 60% of the Book Profit

of the book Profit

(iii)For the purpose of this clause the expression “

Book Profit” shall mean the “Book Profits as
defined in U/S.40 (b) of I.T. Act, 1961 or any
statutory modification or reenactment thereof, for
the time being in force”.
Contd……
 / 04 /

(iv)Such total remuneration shall be paid to all the

partners in their profit sharing ratio.

(v)The remuneration payable to that Partners as

above shall be Credited to their respective account
on ascertainment of Book Profits.

(vi)The partners shall be entitled to increase /reduce

the remuneration and/or may agree to pay
remuneration to any other partner or partners: and
also may agree to revise the mode of calculation the
above remuneration.

(vii)The yearly remuneration payable to the partners

as above accrue and be credited to their respective
accounts at the close of the accounting period when
final accounts of the partnership are made-up.

(viii)The said partners shall be entitled to draw the

above yearly remuneration only after the end of the
relevant accounting period. However, nothing
herein contained shall preclude any of the said
partner from withdrawing any amount from the
partnership firm against the amount standing to his
capital account and / or current or loan account or
his share of profit for the relevant accounting period
in such manner as may be decided by partners by
mutual consent. In case partners withdraw any
amount during the year, the same shall be allowed
towards capital account or the same shall be
considered as loan (in case overdrawn).

7. PROFIT SHARING : The Profit and Loss of the firm shall be Shared
by the partners as under:
S.No. NAME OF THE % SHARE IN
PARTNER PROFIT OR LOSS

01. X %
02. Y %
03. Z %
--------
Total 100%
=====

Contd…
 / 05 /

8. CAPTIAL : The Capital of the firm shall be contributed by all

the partners from time to time in such proportion as
they may agree between themselves.

9. INTEREST ON CAPITAL : The capital contributed by the partners will Carry

12% interest.

10. BANK ACCOUNT : The Partnership business shall have a bank account
or accounts to be operated with Nationalized or
Scheduled Banks.

11. BANK OPERATION : The bank account shall be opened in the name of
Partnership firm and the same shall be operated by
any one of the three partners.

12. The Accounting year of the Partnership shall be 31st March of every year and the first year shall end
on 31st MARCH 2011.

13. All expenses incidental to or related to the business of the partnership shall be charged to revenue in
the Profit and Loss Account before ascertaining the divisible Profit.

14. On the 31st day of March every year the books of accounts of the Partnership business shall be closed
and the Net Profit or Loss shall be determined. The Net Profit or Loss thus ascertained shall be thus
ascertained shall be divided between the partners in their Profit Sharing Ratio.

15. Proper books of accounts shall be kept by the Partners and entries made therein of all such matters,
transactions and things as are usually entered in the books, accounts kept by persons engaged in
business of a similar nature. The said books of accounts, documents, etc., belonging to the
Partnership shall be kept at the principle place of the business and each partner shall at all times
have free access to examine and copy of the same.

16. All Partner shall be just and faithful to the other in all transactions relating to the said business of
the Partnership and shall give a true and fair account of the same to the other when and so often
as the same shall reasonably be required.

17. All Partners shall punctually pay and discharge his or her present and future separate debts and at
all times keep indemnified the other partner and the property of the Partnership business against the
same and all actions, proceedings, costs, claims and demands in respect thereof.
 Contd…

/ 06 /

18. The death or retirement of any Partner, shall NOT IPSO FACTO dissolve or determine the
Partnership. The continuing Partners shall be at liberty to carry on and continue the business and
shall be free to carry on the business by inducting one or more partners if they so desired.

19. If during the continuance of the Partnership or at any time thereafter any dispute, difference or
question shall arise between the Partners then every such dispute; difference or question shall be
referred to arbitrators, to be appointed by them and their umpire pursuant to the Indian Arbitration
Act, 1940 or any statutory modifications thereof for the time being in force.

20. All the Partners are also hereto are hereby authorised to represent the firm either jointly or
individually before all Courts of Law, Revenue, Excise, Customs, Police, Sales Tax and Income Tax
and any other competent authority or authorities before whom it may be necessary to appear and/or to
represent the firm or be summoned or to appeal. They are further empowered to file all suits,
complaints, petitions, affidavits, etc., for and on behalf of the firm.

21. Any of the above terms may be varied, altered, amended, added to or substituted by mutual consent
of all the Partners and such consent either being expressed in writing or implied from conduct.In all
other matters the Partnership shall be governed by the Indian Partnership Act, 1932, or any statutory
modifications thereof for the time being in force.

IN WITNESS WHEREOF THE PARTIES HERETO HAVE SET THEIR RESPECTIVE

HANDS THIS DAY AND YEAR FIRST ABOVE MENTIONED:

WITNESSES:

1.

X
(PARTY OF THE FIRST PART)

2.

Y
(PARTY OF THE SECOND PART)
Z
(PARTY OF THE THIRD PART)