JAWAHAR.

U CHARTERED ACCOUNTANT

PARTNERSHIP DEED FORMAT

THIS DEED OF PARTNERSHIP IS MADE ON THIS THE xxxth DAY OF SEPTEMBER 2010 BETWEEN: 1. Shri XXXXX , S/o IIIIII, aged XXX years now residing at XXX, of the First Part (here in after called the first Partner) 2. Shri. XXXX , S/o. Shri XXX , aged XX years now residing XXX, of the Second part (here in after called the Second partner) 3. Shri. XXXX , S/o XXX, aged XX years now residing at XXX of the Third part (here in after called the Third partner)

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JAWAHAR.U, CHARTERED ACCOUNTANT, ROOM NO D1, JAYASREE BUILDING, PUNALUR, KERALA, INDIA, Website: www.cajawahar.com, E-mail: cajawahar@gmail.com, Phone: +91-9847516525

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AND WHEREAS, the above parties considering it expedient and desirable to deduce the terms and conditions governing to this deed of partnership into writing:

1. 2.

The name of the Partnership shall be XXXX. The main place of business of the firm shall be at IIIIIII or any other place in addition to or in substitution of the aforesaid premises to which the parties hereto may mutually agree from time to time.

3.

The duration of the partnership is not fixed and it shall be terminable at the will of the partners.

4.

The business of the firm shall be manufacturing of plain soda, flavored soda and soft drinks and its distribution.

5.

The Capital of the firm shall be Rs.XX Lakhs. This shall be contributed by the partners as and when required for carrying on the business of the firm in such proportion as may be decided by them and at such time.

6.

The partners shall be eligible for interest @ XX% or at such other rate as may be permitted under the provisions of the I.T. Act on their capital balance in the firm. If there is no sufficient profits, the partners may abstain from drawing any interest on their capital

7.

All the parties are working partners of the firm. The third partner shall be the Managing partner. The Managing Partner shall be empowered to purchase, sell and to issue receipts, draw, accept, endorse, negotiate or otherwise deal in cheques, drafts, bill of lading, bills of exchange, or other transferable or negotiable instruments, to represent the firm before all civil or criminal proceedings by or against the firm and or other organizations authority to apply. He is also empowered to appoint or dismiss the staff and workers required for the purpose of business of the firm. The working partners shall assist the Managing Partner in all their above functions.

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JAWAHAR.U, CHARTERED ACCOUNTANT, ROOM NO D1, JAYASREE BUILDING, PUNALUR, KERALA, INDIA, Website: www.cajawahar.com, E-mail: cajawahar@gmail.com, Phone: +91-9847516525

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8.

Considering the services rendered by the Managing Partner and the working partners of the firm, they shall be paid remuneration from the book profits of the firm. The remuneration of the partners shall be set-apart from the book profits at the maximum permissible limits specified under the provisions of the I.T. Act. If there is no book profits or if the business is running in loss, the working partners shall be eligible for a minimum remuneration of Rs.XXX/- P.M

9.

Bank account or accounts opened in the name of the firm shall be operated by the partners jointly.

10.

Proper books of accounts shall be maintained and all transactions of the firm shall be recorded therein. Books of accounts so maintained shall be open for inspection by the partners at office hours at the main place of business of the firm. Such

books of accounts shall be closed on the 31st day of March every year and a profit & loss account and Balance Sheet made out there from. The Profit or loss as disclosed by the Profit & Loss account shall be shared or borne by the partners equally

11.

Any person can be admitted into the partnership with the consent of the existing partners and on the terms and conditions as may be agreed to among them at that time.

12.

Any person desiring to retire from the partnership shall give one months notice to the other partners of his intention to retire from the firm. On retirement of the

partner he shall be paid forthwith the credit balance in his capital and current account adjusted by the profit upto the date of retirement and his drawings up to that date. The retiring partner shall not be eligible to claim any share in the

goodwill of the firm.

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JAWAHAR.U, CHARTERED ACCOUNTANT, ROOM NO D1, JAYASREE BUILDING, PUNALUR, KERALA, INDIA, Website: www.cajawahar.com, E-mail: cajawahar@gmail.com, Phone: +91-9847516525

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13.

Death or Retirement of any of the partners shall not operate to dissolve the partnership. The surviving or continuing partners shall be eligible to carry on the business under the same name and style.

14.

Any dispute or difference between the partners may be settled through arbitration and for that purpose a third person may be appointed by the partners.

15.

The partners shall have authority to alter, amend, delete or add any clause to this deed by a resolution which when signed by the partners shall form part of this deed.

16.

Matters for which no specific mention has been made herein shall be governed by the provisions of the Indian Partnership Act, 1932.

IN WITNESS WHEREOF THE PARTNERS HAVE SIGNED THIS DEED ON THE DAY AND THE YEAR FIRST ABOVE MENTIONED. 1.

2.

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3.

Witnesses: 1. Witness-1 Chartered Accountant Address 2.Witness-2 Address

JAWAHAR.U, CHARTERED ACCOUNTANT, ROOM NO D1, JAYASREE BUILDING, PUNALUR, KERALA, INDIA, Website: www.cajawahar.com, E-mail: cajawahar@gmail.com, Phone: +91-9847516525