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Affidavit for Conversion of Sole Proprietorship to Partnership Firm

Last updated: Type: Affidavit Format Type: Affidavit Fill the Affidavit

**Sample PDF of the Affidavit is attached at the end.


Why & When This Affidavit is Used

  • When a sole proprietor/individual contractor registered under PWD Contractor's Registration Rules, 1967 (Odisha) wants to convert their firm into a partnership firm.
  • It is mandatory to declare before the authority that the new partnership firm will take over all rights, liabilities, assets, and responsibilities of the old sole proprietorship.
  • Required for updating the contractor's registration, PAN, GST, and banking details with government departments.
  • Used at the time of official conversion approval by the licence-issuing authority.

Purpose of the Affidavit

  • To confirm that the proprietorship firm is being converted into a partnership firm.
  • To provide details of partners, their shares, PAN, Aadhaar, and roles.
  • To declare that no partner has been blacklisted, banned, convicted, or disqualified.
  • To ensure the transfer of all assets, liabilities, and credentials of the old proprietorship to the new partnership firm.
  • To safeguard the licence-issuing authority by making the deponent personally liable in case of false information.

Important Points

  • Executed on ₹100 Non-Judicial Stamp Paper.
  • Must be sworn before the Executive Magistrate/First Class Magistrate.
  • Sole Proprietorship registration will stand cancelled once the partnership conversion is approved.
  • Changes in partners (death, resignation, new induction) must be immediately reported.
  • False declaration invites penal action under registration rules and IPC/BNS provisions on perjury.

FAQs

Q1. Is it compulsory to submit this affidavit for conversion?

Yes, without this affidavit, the licence-issuing authority will not recognise the new partnership firm as a successor.

Q2. Will the partnership firm automatically get the same contractor class?

Yes, the affidavit ensures the same registration class is transferred to the partnership firm.

Q3. What happens to the PAN & GST of the old firm?

A separate PAN and GSTIN must be obtained in the partnership firm's name, as declared in the affidavit.

Q4. Can new partners be added later?

Yes, but only with prior approval of the licence-issuing authority.

Q5. What if any partner is later found blacklisted or ineligible?

The registration can be cancelled, and the deponent is liable for penal action.

Q6. Does this affect the liability of the old sole proprietor?

Yes, the affidavit transfers all assets, liabilities, and pending obligations to the partnership firm.

Legal Affidavit Document

AFFIDAVIT

(To be executed on Rs. ___ Non-Judicial Stamp Paper before the Executive Magistrate/First Class Magistrate)

For Change of Constitution from Individual/Sole Proprietorship Firm to Partnership Firm

I, ___, ___ ___, Aadhaar No. ___, aged about ___ years, residing at ___, do hereby solemnly affirm and state as follows:

  • That I am registered as an ___ ___ Class contractor in the name and style ___, holding Registration Certificate No. ___, issued by ___, valid up to ___, PAN No. ___, GSTIN ___, engaged in Civil Construction business.
  • That I intend to change the constitution of my firm into a Partnership Firm in the name and style ___, bearing Regd. No./Date ___, in the State of ___.
  • That ___ has ___ partners as detailed below:
SI Name % Share PAN Aadhaar Address Date of Joining Photo
1 ___ ___ ___ ___ ___ ___ ___
2 ___ ___ ___ ___ ___ ___ ___
3 ___ ___ ___ ___ ___ ___ ___
4 ___ ___ ___ ___ ___ ___ ___
  • That ___ is the Managing Partner/Signing Authority authorised under Partnership Deed No. ___ dated ___.
  • That a separate PAN has been obtained in the name of ___ bearing PAN ___.
  • That the firm is registered under GST bearing GSTIN ___.
  • That a separate bank account has been opened in ___, Branch ___, Account No. ___, IFSC ___.
  • That I have applied before the Licence Issuing Authority for conversion of ___ into ___.
  • The above facts are true and correct to the best of my knowledge and belief.

Signature of Deponent
(___)

Solemnly affirmed at ___
On this ___

Signature & Seal of Executive Magistrate

Witnesses:
1. ___, ___
2. ___, ___

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