Tag: Business Accounts

Partnership firm account is opened in the name of a business owned and managed by two or more persons called partners. It is mainly used to carry out business transactions such as receiving payments, making purchases, paying salaries, and handling daily expenses. In India, partnership firm accounts are governed by the Indian Partnership Act, 1932 and bank rules. Usually, a current account is opened for smooth business operations. Banks require partnership deed, identity proof of partners, and firm registration documents before opening the account. The deed clearly states profit sharing, powers of partners, and operation instructions. Proper documentation protects the bank and partners from legal disputes and ensures safe financial management of the business.

Opening of Partnership Firms Accounts:

1. Submission of Partnership Deed

The partnership firm must submit a certified copy of the partnership deed to the bank. The deed shows firm name, business nature, capital contribution, profit sharing ratio, and powers of partners. Banks study this document to understand who is authorised to operate the account. It also helps in resolving future disputes. Without the deed, banks normally do not open the account as it is the main legal document of the firm.

2. KYC of Firm and Partners

Banks collect identity and address proof of all partners such as Aadhaar, PAN, and photographs. Proof of firm address is also required like electricity bill or rent agreement. This follows RBI rules to prevent money laundering. Each partner becomes known to the bank personally, which increases safety and legal compliance.

3. Account Opening Application and Mandate

All partners must jointly fill and sign the account opening form. A separate mandate letter is given stating how the account will be operated, such as any one partner or jointly. This instruction is legally binding on the bank. The bank follows it strictly for cheque payments and withdrawals.

4. Registration Proof of Firm (if available)

If the partnership firm is registered, banks ask for registration certificate. Though registration is not compulsory, it adds legal strength and credibility. Registered firms face fewer legal problems in banking transactions and credit facilities.

Operating of Partnership Firms Account:

1. Operation as per Partnership Deed

The partnership deed clearly mentions who can operate the bank account and in what manner. Some firms allow all partners to sign cheques jointly, while others permit any one or two partners to operate. The bank strictly follows these written instructions. Any transaction done outside the deed can create legal issues. Therefore, banks keep a certified copy of the deed for guidance. Changes in operation are accepted only after written consent of all partners.

2. Joint and Several Authority of Partners

Legally, every partner is an agent of the firm and can bind the firm by his actions done in the normal course of business. This means any authorised partner can withdraw money, issue cheques, and enter transactions on behalf of the firm. The bank assumes that each partner acts for business purposes unless informed otherwise. This makes business smooth but also increases risk if partners do not trust each other.

3. Operation During Change in Partners

When a new partner is admitted, or an existing partner retires or dies, the bank usually stops operations temporarily. Fresh mandate, revised partnership deed, and signatures of continuing partners are taken. This protects the bank from future disputes. Once documents are verified, the account is reactivated. Proper communication with the bank is very important to avoid misuse.

4. Operation in Case of Dispute Among Partners

If the bank receives written notice of dispute between partners, it may freeze the account fully or allow operation only with joint consent. This is done to protect funds and avoid legal complications. The bank remains neutral and follows court orders if any. Normal operation resumes only after dispute is settled legally.

Types of of Partnership Firms Accounts:

1. Current Account of Partnership Firm

Most partnership firms open a current account because it suits regular business transactions. It allows frequent deposits and withdrawals without limit. Cheque facility, online banking, and overdraft facilities are usually provided. This account helps firms manage daily payments like suppliers, salaries, and expenses smoothly. No interest is generally paid on balance, but it offers high liquidity and flexibility for business operations.

2. Savings Account of Partnership Firm

Some small partnership firms may open savings accounts for limited transactions and safe keeping of surplus funds. These accounts earn interest on balance but usually have restrictions on number of withdrawals. Banks may impose minimum balance rules. It is less common for business use but useful for firms with low transaction volume.

3. Fixed Deposit Account of Partnership Firm

Partnership firms may invest surplus funds in fixed deposit accounts to earn higher interest. The amount is locked for a fixed period and earns assured returns. These deposits can be used as security for loans or overdraft facilities. It helps firms in safe investment planning.

4. Recurring Deposit Account of Partnership Firm

Some firms use recurring deposits to save a fixed amount regularly for future business needs. It builds disciplined savings over time and earns interest. This is suitable for small firms planning equipment purchase or expansion.

Rights of Partnership Firms Accounts Holders:

1. Right to Operate the Account as per Mandate

Partners have the legal right to operate the firm’s bank account according to the authority given in the partnership deed and mandate letter. If the mandate allows any one partner to sign, that partner can withdraw money and issue cheques independently. The bank must honour these instructions. No partner can be stopped without legal notice or revised mandate. This right ensures smooth business functioning and protects partners from unnecessary restrictions by the bank.

2. Right to Access Account Information

Every partner has the right to know the financial position of the firm’s bank account. This includes checking balances, transaction statements, cheque details, and loan information related to the firm. Even if one partner mainly operates the account, other partners can still request statements from the bank. This right promotes transparency and prevents misuse of funds by any single partner.

3. Right to Give Instructions to the Bank

Partners can jointly issue instructions such as changing mode of operation, stopping cheque payment, closing the account, or adding banking services. These instructions must usually be signed by all partners unless the deed allows otherwise. The bank is legally bound to follow valid instructions. This gives partners control over their firm’s finances and banking relationship.

4. Right to Close the Account

Partners have the right to close the partnership firm’s bank account when the business is dissolved or by mutual agreement. The bank settles balance after clearing dues. If there is a dispute, the bank may freeze the account until legal settlement. This right helps in proper winding up of business affairs.

Duties of Banks Towards Partnership firms:

1. To Follow Partnership Deed and Mandate

The bank must strictly follow the instructions given in the partnership deed and mandate letter regarding who can operate the account. Payments should be made only as authorised. If the bank ignores these instructions, it can be held legally responsible for loss caused to the firm.

2. To Verify Documents Properly

Before opening the account, the bank must carefully check the partnership deed, KYC documents of partners, and firm details. This prevents fraud and protects both the bank and firm from future legal problems.

3. To Maintain Secrecy of Account

The bank has a duty to keep all financial information of the partnership firm confidential. Details should be shared only with authorised partners or when required by law.

4. To Act Carefully During Changes in Partners

When a partner retires, dies, or is admitted, the bank should stop operations temporarily and obtain fresh instructions. This avoids misuse of funds and legal disputes.

5. To Honour Cheques Properly

The bank must honour cheques signed by authorised partners if sufficient balance is available. Wrongful dishonour can damage the firm’s reputation and create legal liability.

6. To Freeze Account in Case of Dispute

If the bank receives written notice of serious dispute among partners, it should restrict operations to protect funds until legal settlement.

Legal Protection of Banks in Partnership Accounts:

1. Protection via Mandate & Deed Registration

The primary shield is a properly executed mandate (Account Opening Form) and a certified copy of the Partnership Deed. The bank must verify the deed’s clauses on authority to operate the account, borrow, and offer security. By acting strictly per this documented authority, the bank is protected if a partner acts beyond their implied authority (S.19, Partnership Act). Operating outside the mandate makes the bank liable for any resulting loss.

2. Protection under “Holding Out” & Notice of Dissolution

Under S.28 (Partnership Act), a retired partner remains liable to the bank unless express notice of retirement is given. The bank is protected if it continues dealing with the firm without knowledge. Furthermore, upon receiving legal notice of dissolution (S.45), the bank must freeze the account. Any payment made after such notice, except for pre-dissolution debts, is at the bank’s risk. Recording these notices diligently provides legal defense.

3. Indemnity & Third-Party Reliance on Karta/Manager

For loans, banks take a joint and several indemnity from all partners, making each personally liable for the full debt. In cases where a partner (often the Karta in a HUF-firm) or a managing partner operates the account, the bank is protected if it acts in good faith on transactions within that partner’s usual apparent authority, as per the firm’s course of business, safeguarding the bank from internal restrictions unknown to it.

4. Right of Set-Off & Lien

The bank holds a powerful right of general lien (S.171, Indian Contract Act) on securities deposited in the ordinary course of business. It can also set-off credit balances in the partnership account against debts due from any partner individually, if the partner is severally liable. This right, exercised upon dissolution or default, is a crucial protective tool for recovery, provided no agreement to the contrary exists.

5. Precautions as Protection (KYC, Specimen, Limitation)

Legal protection is often contingent on the bank’s own diligence. Meticulous KYC (including verifying PAN of firm & all partners), updating specimen signatures upon any change in partners, and monitoring transactions for ultra vires acts are essential. The bank must also be vigilant about the limitation period (3 years generally) for recovering debts; a time-barred debt cannot be enforced, and continuing an inactive account without a fresh acknowledgment risks loss of protection.

Precautions Banks Take While Dealing with Partnership Firms:

1. Scrutiny of Partnership Deed & Mandate

The bank must obtain a certified copy of the Partnership Deed and scrutinize key clauses: firm’s objectives, capital contribution, profit-sharing ratio, authority to operate accounts, borrow, and mortgage assets. The Account Opening Mandate must be signed by all partners, clearly specifying operating instructions (e.g., any partner singly / jointly). Any transaction contrary to the Deed’s terms (e.g., a loan for an unauthorized purpose) can make the bank liable for losses.

2. Verification of Partners & KYC Rigour

Banks conduct thorough KYC on each partner and the firm. This includes verifying identity, address, and PAN of the firm and all partners. They confirm the legal existence of the firm by checking registration (if applicable) and GST details. For non-working/sleeping partners, explicit acknowledgment of liability is obtained. This prevents disputes and ensures enforceability of contracts against all partners personally.

3. Care with Borrowing Powers & Security

Banks strictly verify who can borrow and what security can be charged. A partner has implied authority to borrow only if it aligns with the firm’s usual business. For large loans or mortgages, a specific resolution signed by all partners is required. Banks ensure securities are partnership property (not personal) and properly charged. They avoid accepting security from a partner for a personal debt in the firm’s name.

4. Monitoring for Changes & Notice Management

Banks must be alert to any change in constitution. On admission, retirement, or death of a partner, they insist on a new mandate and Deed. For a retiring partner, a public notice is crucial to terminate their liability for future debts. The bank updates specimen signatures immediately. Failure to do so risks the bank if a former partner continues to operate or if liability is disputed.

5. Operational Vigilance & Documentation

Banks monitor account activity for unusual transactions that may signal disputes or fraud. They maintain meticulous records of all partnership resolutions for loans, overdrafts, and security creation. Upon receiving any notice of dispute or dissolution, they may immediately restrict operations to ‘Debit-Freeze’ mode, allowing only credits, to protect themselves until a clear legal position emerges or a dissolution settlement is reached.