How to legally dissolve partnership?

My son is involved in a partnership deed with only two individuals. The business is not operational, and the GST registration has been cancelled. I want to dissolve the partnership. Can my son dissolve it on his own? We also need to close the company's bank account.

3 Answers
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A M Iktear Uddin (Anik)
Advocate A M Iktear Uddin (anik) Answered: 16 Jul 2025

Dear Client, Yes, the partnership can be dissolved unilaterally by giving a written notice to the other partner under Section 43 of the Indian Partnership Act, 1932. However, if the partnership was for a fixed term or regulated by specific terms that rules against unilateral dissolution, a mutual consent under Section 40 of the Act is required. I hope this answer helps. In case of future queries, please feel free to contact us. Thank you.

Sristi Nimodia
Advocate Sristi Nimodia Answered: 09 Jun 2025

To unilaterally dissolve a two-person, non-operational partnership firm with cancelled GST under the Indian Partnership Act, 1932, a single partner can issue a written dissolution notice to the other partner if it's a "partnership at will." After dissolution and GST cancellation, issue a public notice and settle all firm liabilities. To close the bank account, contact the bank with the dissolution notice, cancelled GST certificate, and partner details for verification and finalization.

Admin
Advocate By LEAD INDIA Answered: 05 Jun 2025

Since the firm has only two partners and it is not running anymore, your son can dissolve it if both partners agree. They should sign a dissolution deed and close the bank account together. If the other partner does not cooperate, your son can send a legal notice or go to court to officially close the firm. For further legal assistance contact us on our helpline number. 
 

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