Firm Declaration Affidavit

e-StampNotary

What is being declared, and why it is asked for

A sole proprietorship has no separate legal existence. There is no certificate of incorporation, no register that issues a constitutional document, and nothing a bank can inspect to satisfy itself that Rakesh Traders is Rakesh. That gap is what this affidavit fills. In it the proprietor states that he or she carries on business in the trade name, from a stated place of business, since a stated date, and that the liabilities of the business are personal and unlimited.

For a partnership firm the declaration is different in kind - the deed is the constitutional document, and the affidavit tends to be about a particular fact: who is authorised to operate, that the deed produced is the current one, that a stated partner has retired, or that the firm's place of business is as stated.

The premises are where most of these files fail.

Where the place of business is not in the applicant's own name, the officer will want a consent letter or no-objection from the owner, together with ownership proof in that owner's name. The name on the consent letter and the name on the electricity bill, tax receipt or property document must be the same person. A mismatch here - or a consent letter with no ownership proof behind it - is the single most common cause of rejection we see.

Where these declarations are used

Opening a current account in the trade name. Banks work to their own list of proprietorship proofs and will usually want two independent ones alongside the declaration.
Registration applications, including tax registrations - see GST registration affidavit for the place-of-business point in detail.
Tenders and empanelment, where the inviting authority asks for a declaration of constitution, of turnover, of non-blacklisting, or of ownership of plant.
Change of trade name or place of business, where existing records have to be aligned.
Confirming authority to sign where a manager or an employee operates the account or signs the returns.

Registration of a partnership firm - a point worth knowing

Under section 69 of the Indian Partnership Act, 1932 an unregistered firm cannot sue to enforce a contractual right against a third party, and a partner cannot sue the firm or the co-partners on the deed. Section 69(3) preserves suits for dissolution, for accounts of a dissolved firm, and to realise the property of a dissolved firm. In plain terms: an unregistered firm can trade, but it cannot go to court to recover its dues on a contract. If your firm is unregistered and you are about to give credit, that is worth knowing before the invoice goes out. Registration is with the Registrar of Firms, Gujarat.

Drafting that holds up

Give the trade name exactly as it appears on the signboard, the invoices and the registration - not an abbreviated version.
State the date of commencement, and be able to support it.
Describe the premises fully, with the tenement or shop number, and state the basis of occupation - owned, rented, or occupied with the owner's consent.
State the nature of the business in terms the officer can match to the registration applied for.
Where a partner has retired or been admitted, say so and identify the supplementary deed - see partnership retirement affidavit.

What the notary is doing here

Section 8(1)(e) of the Notaries Act, 1952 permits the notary to administer the oath and take the affidavit; section 8(2) requires the notary's signature and official seal. Rule 11(8) of the Notaries Rules, 1956 permits a notary to draw, attest or certify documents under the official seal, and to prepare and take affidavits. What none of this does is verify your turnover, your ownership of the premises or the existence of your business. Only your documents do that.

Stamp and fee.

Stamp duty as currently prescribed under the Gujarat Stamp Act, 1958 - we confirm the current figure at the counter. The oath is capped at ₹35 under Rule 10(1) of the Notaries Rules, 1956, receipted and entered in the register in Form XV. See notary charges in Vadodara.

What to bring

Aadhaar and PAN of the proprietor or of the signing partner
Partnership deed and any supplementary deed, for a firm
Proof of the place of business - electricity bill, tax receipt or property document
Owner's consent letter or NOC with ownership proof in the same name, where the premises are not yours
Registered rent agreement or leave and licence, if the premises are rented
The bank's or authority's checklist of what it wants declared
Existing registration certificates in the trade name

GST registration affidavit and premises NOCજીએસટી નોંધણી સોગંદનામું

Retirement of a partner - affidavit and what else is neededભાગીદારી નિવૃત્તિ સોગંદનામું

NOC Affidavit — a no-objection that the recipient will actually acceptના વાંધા પ્રમાણપત્ર

Solvency affidavit

Common questions

Is a notarised firm declaration enough to open a current account?

It is one part of the file. Banks work to their own list of proprietorship proofs and typically want two independent documents in the trade name alongside the declaration - a registration certificate, a tax registration, a utility bill for the premises, or a licence. Ask the branch for its checklist before drafting, because the declaration has to be worded to fit what the bank will actually accept.

Our premises are in my father's name. What does the officer want?

A consent letter or no-objection from your father as owner, together with ownership proof in his name - an electricity bill, tax receipt or property document - and the names on both must match. Where the premises are rented, the rent agreement and the landlord's ownership proof play the same role. This is the point at which most applications are returned, so assemble it first.

Does my partnership firm have to be registered?

It can trade unregistered, but section 69 of the Indian Partnership Act, 1932 means an unregistered firm cannot sue to enforce a contractual right against a third party, and a partner cannot sue the firm or co-partners on the deed. Section 69(3) preserves suits for dissolution, for accounts of a dissolved firm and to realise its property. If you extend credit, registration is worth doing.