FUNDAMENTALS OF PARTNERSHIP – Notes

According to Section 4 of the Indian Partnership Act, 1932:

“Partnership is the relation between persons who have agreed to share the profits of a business carried on by all or any of them acting for all.”


Features of Partnership

  1. Two or more persons: Minimum two persons. Maximum cannot exceed 50 in any business.
  2. Agreement: Created by agreement (written or oral). Written agreement is called Partnership Deed.
  3. Existence of business and profit motive: Must be for legal business with profit intention.
  4. Sharing of Profits: Agreement must include profit sharing. Charitable activity is not partnership.
  5. Business carried on by all or any acting for all: Each partner can conduct business, and each is bound by acts of others.
  6. Relationship of Principal and Agent: Each partner is both an agent (can bind others) and a principal (can be bound by others).

Partnership Deed

A written agreement containing terms of partnership. Also called Articles of Partnership.

Contents of Partnership Deed:

  • Name and address of firm and partners.
  • Nature and place of business.
  • Duration of partnership.
  • Capital contributions.
  • Interest on capital, drawings, and loan.
  • Profit-sharing ratio.
  • Partner’s salary/commission.
  • Valuation of goodwill and assets.
  • Rights and duties, dispute resolution.
  • Rules for admission, retirement, death.
  • Revaluation of assets & liabilities.
  • Method of recording accounts, auditing.
  • Date of commencement.

Benefits:

  1. Regulates rights, duties, liabilities.
  2. Avoids misunderstandings.
  3. Helps in easy settlement of disputes.

Rules in Absence of Partnership Deed (Indian Partnership Act, 1932)

  • Profit sharing ratio: Equal, irrespective of capital.
  • Interest on capital: Not allowed.
  • Interest on drawings: Not charged.
  • Salary/commission to partner: Not allowed.
  • Interest on loan by partner: Allowed @ 6% p.a.
  • Admission of new partner: All partners must agree.

Logical Questions with Solutions

Q. Maira, Ekalavya and Saiansh – Capital ₹3,00,000; ₹2,00,000; ₹1,00,000. Saiansh gave loan ₹1,00,000. No partnership deed.

  1. Maira wants 8% interest on capital.
    → Not allowed. No interest on capital in absence of deed.
  2. Saiansh wants 10% interest on loan; others want 5%.
    → Interest allowed @ 6% p.a.
  3. Maira & Ekalavya want profit in capital ratio.
    → Profit shared equally.
  4. Ekalavya demands ₹40,000 as remuneration.
    → Not allowed. No salary to partners.

Q. Shyam and Sahoo – no partnership deed.

(i) Shyam wants profit sharing in capital ratio.
→ Profit shared equally.
(ii) Sahoo wants salary for more time devoted.
→ Not allowed.


Q. Santosh and Mayank – deed silent.

(i) Mayank advanced loan, wants 13% interest.
→ Allowed @ 6% p.a.
(ii) Santosh contributed ₹1,00,000, Mayank ₹50,000. Mayank wants equal profit share.
→ Profit shared equally.


Q. Abhishikt and Saurya – no deed.

(a) Abhishikt wants 12% interest on capital. → Not allowed.
(b) Abhishikt wants salary for extra time. → Not allowed.
(c) Abhishikt wants to admit son Rajesh. → Saurya objects → Cannot admit.
(d) Abhishikt gave loan, wants 8% interest. → Allowed @ 6% p.a.


Q. Naman, Kavya, Dakshya disputes.

(a) Naman used ₹1,00,000 of firm, made ₹75,000 speculation profit.
→ Must return ₹1,75,000 to firm (principal + profit).
(b) Naman used ₹50,000, lost ₹20,000.
→ Must return ₹50,000 (full amount used).
(c) Naman & Kavya want to admit Mohan, Dakshya objects.
→ Cannot admit without unanimous consent.
(d) Naman & Kavya want to buy from Raghubir, Dakshya objects.
→ Majority can decide in ordinary business matters → Can purchase.


Distribution of Profits among Partners

A Profit and Loss Appropriation Account is prepared to distribute profits as per deed (or Act if no deed).

Format of Profit & Loss Appropriation A/c

Profit and Loss Appropriation Account
For the year ended 31st March ____

Dr.Cr.
ParticularsAmount (₹)ParticularsAmount (₹)
To Interest on Capital:By Net Profit b/dXXXX
  Partner AXXXXBy Interest on Drawings:
  Partner BXXXX  Partner AXXXX
To Partner’s Salary/CommissionXXXX  Partner BXXXX
To Reserve A/cXXXX
To Profit transferred to:
  Partner A’s CapitalXXXX
  Partner B’s CapitalXXXX
XXXXXXXX

Journal Entries for P&L Appropriation A/c

TransactionJournal Entry
1. Transfer of net profitProfit & Loss A/c Dr. To Profit & Loss Appropriation A/c
2. For partners’ salary/commissionPartners’ Salary/Commission A/c Dr. To Partners’ Capital/Current A/c
3. Closing salary/commission to P&L App. A/cProfit & Loss Appropriation A/c Dr. To Partners’ Salary/Commission A/c
4. Interest on capital providedInterest on Capital A/c Dr. To Partners’ Capital/Current A/c
5. Closing interest on capitalProfit & Loss Appropriation A/c Dr. To Interest on Capital A/c
6. Interest on drawings chargedPartners’ Capital/Current A/c Dr. To Interest on Drawings A/c
7. Closing interest on drawingsInterest on Drawings A/c Dr. To Profit & Loss Appropriation A/c
8. Transfer to reserveProfit & Loss Appropriation A/c Dr. To Reserve A/c
9. Distributable profit transferredProfit & Loss Appropriation A/c Dr. To Partners’ Capital/Current A/c

Capital Accounts – Two Methods

1. Fixed Capital Accounts Method

  • Capital A/c → Fixed balance (changes only with fresh capital or withdrawal).
  • Current A/c → All adjustments (salary, interest, drawings, profit/loss).

Format of Fixed Capital Account
Partner’s Capital Account

Dr.Cr.
To Cash/Bank (withdrawal)XXXBy Balance b/dXXX
To Balance c/dXXXBy Cash/Bank (additional)XXX
XXXXXX

Partner’s Current Account

Dr.Cr.
To DrawingsXXXBy Interest on CapitalXXX
To Interest on DrawingsXXXBy Salary/CommissionXXX
To P&L App. A/c (loss share)XXXBy P&L App. A/c (profit)XXX
To Balance c/d (if debit)XXXBy Balance c/d (if credit)XXX
XXXXXX

2. Fluctuating Capital Accounts Method

  • Only one Capital Account per partner.
  • All transactions affect this account → balance fluctuates.

Format of Fluctuating Capital Account
Partner’s Capital Account

Dr.Cr.
To DrawingsXXXBy Balance b/dXXX
To Interest on DrawingsXXXBy Cash/Bank (capital)XXX
To P&L App. A/c (loss)XXXBy Interest on CapitalXXX
To Cash/Bank (withdrawal)XXXBy Salary/CommissionXXX
To Balance c/dXXXBy P&L App. A/c (profit)XXX
XXXXXX

Summary

  • Partnership is based on agreement; deed avoids disputes.
  • In absence of deed, Indian Partnership Act, 1932 applies → equal profit sharing, no interest on capital/drawings, no salary, 6% on loan.
  • Profits distributed via P&L Appropriation Account.
  • Capital accounts maintained either fixed + current method or fluctuating method.

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