Class 12 · Accountancy · Chapter 3 · NCERT Class 12 Accountancy Part 1

Reconstitution of a Partnership Firm: Retirement/Death of a Partner Class 12 Notes

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Reconstitution: Retirement or Death of a Partner

Accounting process to determine and settle the total sum due to an outgoing partner or their legal representatives while continuing the firm's operations.

  1. Profit Sharing and Gaining Ratios

    Adjusting how future profits are distributed and identifying how continuing partners acquire the outgoing partner's share.

    • New Profit Sharing Ratio — The proportion in which continuing partners share future profits, often based on their old relative ratio.
    • Gaining Ratio Calculation — Calculated as New Share minus Old Share; determines the compensation payable to the outgoing partner.
  2. Valuation and Treatment of Goodwill

    Compensating the outgoing partner for their contribution to the firm's reputation and future earning capacity.

    • Gaining Partners Compensation — Gaining partners' capital accounts are debited and the outgoing partner's account is credited in the gaining ratio.
    • Hidden Goodwill — The excess of the agreed lump sum payment over the partner's calculated capital balance after all adjustments.
  3. Revaluation of Assets and Liabilities

    Ensuring the outgoing partner receives a fair share of the current market value of the business.

    • Revaluation Account — Records gains from asset appreciation/liability decrease and losses from asset depreciation/liability increase.
    • Profit/Loss Distribution — The net result of revaluation is transferred to all partners' capital accounts in their old profit sharing ratio.
  4. Accumulated Profits and Reserves

    Distributing undistributed earnings or losses that belong to all partners before the firm is reconstituted.

    • General Reserve Distribution — Transferred to all partners' capital accounts in the old ratio as the outgoing partner helped earn these profits.
    • Accumulated Losses — Debit balances in P&L or deferred revenue expenditure must be shared by all partners in the old ratio.
  5. Interim Profits and Settlement

    Calculating earnings for the period between the last balance sheet and departure, and final payment methods.

    • Time and Sales Basis — Methods to estimate profit up to the date of death or retirement; credited via P&L Suspense Account.
    • Loan and Executor Accounts — Unpaid dues are transferred to a Loan or Executor's account, typically earning 6% p.a. interest per the 1932 Act.
  6. Capital Adjustments

    Restructuring the remaining partners' capital contributions to align with new profit sharing ratios.

    • Fixed Total Capital — Partners bring in or withdraw cash to match their share of a predetermined total firm capital.
    • Proportionate Rebalancing — Adjusting capitals so they are proportionate to new ratios, often while funding the outgoing partner's payout.

Chapter notes

Comprehensive study notes on the accounting procedures for the retirement or death of a partner in a firm, covering profit sharing ratios, goodwill treatment, revaluation of assets, and settlement of claims.

Ascertaining the Amount Due to Outgoing Partners

When a partner retires or dies, the existing partnership deed ends, and the firm is reconstituted. The primary accounting objective is to determine the total sum due to the retiring partner or the legal representatives of the deceased partner.

The amount due to an outgoing partner is calculated by adjusting their capital account for various factors. Credits include the balance of their capital and current accounts, their share of goodwill, accumulated profits (reserves), and gains from the revaluation of assets and liabilities. Additionally, they are entitled to their share of profits, interest on capital, and any salary or commission due up to the date of their departure.

Conversely, certain deductions must be made. These include any debit balance in their current account, their share of goodwill to be written off, accumulated losses, and losses from revaluation. Drawings made up to the date of retirement or death, along with interest on those drawings, are also subtracted from the final claim amount.

The process of reconstitution involves several critical accounting steps: calculating new profit sharing and gaining ratios, valuing and treating goodwill, revaluing assets and liabilities, distributing accumulated profits, and finally, settling the calculated amount through cash or loan accounts.

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What are the three main components credited to a retiring partner's capital account during reconstitution?

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NCERT reference: chapter PDF pages 1, 2.

New Profit Sharing and Gaining Ratios

The departure of a partner changes how future profits are distributed among the remaining partners. This requires the calculation of the New Profit Sharing Ratio and the Gaining Ratio.

The New Profit Sharing Ratio is the proportion in which the continuing partners share future profits. If no specific agreement is made, it is assumed that the remaining partners acquire the outgoing partner's share in their old ratio. For example, if partners A, B, and C share profits in the ratio of 3:2:1 and B retires, the new profit sharing ratio between A and C will be 3:1, assuming they acquire B's share in their old relative proportion.

The Gaining Ratio represents the proportion in which continuing partners acquire the share of the retiring or deceased partner. It is calculated as: Gaining Share = New Share – Old Share. This ratio is essential because it determines how much compensation each gaining partner must pay to the outgoing partner for their share of goodwill.

In some cases, a continuing partner might actually sacrifice a portion of their share due to a new agreement. In such instances, the partner who sacrifices is also entitled to compensation from those who gain, similar to the treatment of the retiring partner.

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If X, Y, and Z share profits in 5:3:2 and Y retires, what is the new profit sharing ratio between X and Z if they acquire Y's share in their old ratio?

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NCERT reference: chapter PDF pages 2, 3, 4.

Accounting Treatment of Goodwill

Goodwill represents the reputation and future earning capacity earned by the efforts of all partners. An outgoing partner is entitled to their share of this value.

The standard accounting treatment for goodwill involves compensating the retiring or deceased partner by debiting the Gaining Partners' Capital Accounts and crediting the Retiring/Deceased Partner's Capital Account. This adjustment is made in the Gaining Ratio. This ensures that those who benefit from the increased share of future profits pay for that benefit today.

If goodwill already appears in the firm's books, it must first be written off. This is done by debiting all partners' capital accounts (including the outgoing partner) in their old profit sharing ratio. Only after the old goodwill is cleared is the new valuation of goodwill adjusted among the partners.

Hidden Goodwill may exist if the firm agrees to pay a lump sum to the outgoing partner that exceeds their calculated capital balance after all adjustments. This excess amount is treated as the partner's share of goodwill and is adjusted through the capital accounts of the gaining partners.

Adjustment Entry for Goodwill

Gaining Partners Capital A/c (Dr.) to Retiring Partner Capital A/c (Cr.)

If A, B, and C share 3:2:1 and B retires when goodwill is valued at 60,000, B's share is 20,000 (2/6 of 60,000). If A and C gain in 3:1, A is debited 15,000 and C is debited 5,000, while B is credited 20,000.

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How is 'Hidden Goodwill' calculated for a retiring partner?

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NCERT reference: chapter PDF pages 7, 8, 12, 13.

Revaluation of Assets and Liabilities

To ensure the outgoing partner receives a fair share of the current value of the business, assets and liabilities must be revalued at the time of reconstitution.

A Revaluation Account (or Profit and Loss Adjustment Account) is prepared to record increases or decreases in the value of assets and liabilities. For example, an increase in asset value or a decrease in liability value is credited to the Revaluation Account, while a decrease in asset value or an increase in liability value is debited.

Unrecorded assets found during this process are brought into the books by debiting the Asset Account and crediting the Revaluation Account. Similarly, unrecorded liabilities are debited to the Revaluation Account and credited to the specific Liability Account.

The net profit or loss from the Revaluation Account is transferred to the capital accounts of all partners (including the retiring or deceased partner) in their old profit sharing ratio. This ensures that the outgoing partner benefits from or bears the burden of value changes that occurred while they were part of the firm.

Revaluation Process Flow

  1. 1

    Identify Changes

    Compare book values of assets and liabilities with current market values.

  2. 2

    Record in Revaluation A/c

    Debit losses (asset decrease/liability increase) and credit gains.

  3. 3

    Calculate Net Result

    Determine if the revaluation resulted in a net profit or net loss.

  4. 4

    Distribute to Partners

    Transfer the profit/loss to all partners' capital accounts in the old ratio.

The sequential steps to adjust asset and liability values during the reconstitution of a partnership firm.

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If a firm's building is appreciated by 25,000 and machinery is depreciated by 10,000, what is the net effect on the Revaluation Account?

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NCERT reference: chapter PDF pages 14, 15, 16.

Distribution of Accumulated Profits and Reserves

Reserves and accumulated profits shown in the Balance Sheet belong to all partners and must be distributed before a partner leaves.

General Reserves, Reserve Funds, and credit balances in the Profit and Loss Account represent undistributed profits from previous years. Since the outgoing partner contributed to earning these profits, they are entitled to their share. These are transferred to all partners' capital accounts in the old profit sharing ratio.

Similarly, any accumulated losses, such as a debit balance in the Profit and Loss Account or deferred revenue expenditure, must be shared by all partners. These losses are debited to the partners' capital accounts in their old ratio.

This adjustment is crucial because the new partnership deed will only reflect the interests of the continuing partners. Failing to distribute these balances would unfairly benefit or penalize the remaining partners at the expense of the outgoing one.

Journal Entry for General Reserve

General Reserve A/c (Dr.) to All Partners' Capital A/cs (Cr.)

If a firm has a General Reserve of 90,000 and partners share 3:2:1, the entry debits General Reserve for 90,000 and credits the partners for 45,000, 30,000, and 15,000 respectively.

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In what ratio are accumulated profits distributed at the time of a partner's retirement?

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NCERT reference: chapter PDF pages 16, 17.

Calculation of Profit for the Intervening Period

When a partner retires or dies in the middle of an accounting year, their share of profits from the last Balance Sheet date to the date of departure must be estimated.

There are two common methods for calculating interim profits: Time Basis and Sales Basis. On a Time Basis, profit is estimated based on the previous year's profit or the average profit of the last few years, adjusted for the fraction of the year the partner was present.

On a Sales Basis, profit is estimated based on the ratio of profit to sales in the previous year. For example, if previous year's profit was Rs. 1,00,000 on sales of Rs. 8,00,000, and sales for the interim period are Rs. 1,50,000, the total profit for the period is Rs. 18,750. The outgoing partner's share is then calculated based on their profit-sharing ratio.

The share of profit for the intervening period is credited to the outgoing partner's capital account by debiting the Profit and Loss Suspense Account. This suspense account is subsequently closed by transferring the amount to the capital accounts of the gaining partners in their gaining ratio.

Time Basis Profit Calculation

Share = (Previous Year Profit) * (Months / 12) * (Partner's Share)

If a partner with a 1/10 share dies 3 months into the year, and last year's profit was 1,00,000, their share is 1,00,000 * (3/12) * (1/10) = 2,500.

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Which account is debited when providing the share of profit to a deceased partner up to the date of death?

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NCERT reference: chapter PDF pages 17, 18, 35, 36.

Settlement of Amount Due and Loan Accounts

Once the final amount due is calculated, the firm must decide how to pay the outgoing partner or their executors.

The amount due can be paid in a lump sum immediately, transferred to a Loan Account to be paid in installments, or a combination of both. If the amount is transferred to a Loan Account, the firm typically pays interest on the outstanding balance. According to Section 37 of the Indian Partnership Act, 1932, in the absence of an agreement, the outgoing partner is entitled to interest at 6% p.a. or a share of profits earned using their capital.

When paying in installments, each payment usually consists of a portion of the principal plus interest on the unpaid balance. The Retiring Partner's Loan Account is shown on the liabilities side of the Balance Sheet until it is fully settled.

In the case of a partner's death, the total amount is transferred to the 'Deceased Partner's Executor's Account'. The legal representatives (executors) then receive the payments according to the agreed terms, similar to a retired partner's loan.

  1. 1

    Calculate the final balance in the partner's capital account after all adjustments.

  2. 2

    Debit the Partner's Capital Account to close it.

  3. 3

    Credit Cash/Bank Account for immediate payments.

  4. 4

    Credit the Partner's Loan Account (or Executor's Account) for the remaining balance.

  5. 5

    Record periodic interest entries: Debit Interest A/c and Credit Loan A/c.

  6. 6

    Record installment payments: Debit Loan A/c and Credit Cash/Bank A/c.

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What is the default interest rate provided by the Indian Partnership Act, 1932, on the unpaid balance of a retiring partner?

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NCERT reference: chapter PDF pages 19, 20, 34.

Adjustment of Continuing Partners' Capitals

Remaining partners often decide to restructure their capital contributions to match their new profit sharing ratios.

There are three common scenarios for capital adjustment. First, the partners may decide on a fixed total capital for the new firm. This total is divided in the new ratio, and partners bring in or withdraw cash to reach their required balances.

Second, the total capital of the new firm may be defined as the sum of the balances of the continuing partners' capital accounts after all adjustments. This sum is redistributed in the new ratio, leading to cash adjustments among the remaining partners.

Third, the partners may agree that the amount paid to the retiring partner will be contributed by the continuing partners in a way that makes their resulting capitals proportionate to their new profit sharing ratio. This often involves the continuing partners bringing in additional cash to fund the retirement payout while simultaneously rebalancing their own stakes.

Fixed Capital Adjustment

New Balance = Total Fixed Capital * New Profit Share

If the new firm's capital is fixed at 1,20,000 and partners A and B share 2:1, A's required capital is 80,000 and B's is 40,000. If A's current adjusted balance is 82,000, A will withdraw 2,000.

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If a partner's required capital is 90,000 but their existing adjusted balance is 60,000, what action must be taken?

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NCERT reference: chapter PDF pages 28, 29, 30.

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