- (1.) Substitution allowed.
(2.) The decision impugned herein is a reversing judgment of the Madras High court in Appeal No. 180 of 1976, dated 3/4/1980. This appeal by special leave relates to an action which took place between the filing of the suit by the respondent for dissolution and rendition of accounts by the appellant.
(3.) The admitted position is that one N. A. P. Alagiri Raja, son of Pappu Raja, and Raja Ramalinga Raja, two brothers and the appellant, K. P. A. Vellayappa Nadar a stranger, since dead, admittedly, were partners of "n. A. Pappu Raja and Sons" started way back in 1943. The partnership agreement was reduced to writing for the first time under Ex. A-2, dated 31/3/1954. Another admitted fact is that on 15/2/1970, another partnership was constituted under Ex. B-l consisting of the first two partners and their sons, together four, with the same partnership business in the same place and with the same registration number of the partnership firm with the Registrar of the Firms. Raja Ramalinga Raja died on 31/5/1972. Thereon, the respondent laid the suit for dissolution of the partnership firm and for rendition of accounts by the appellant on 26/4/1973. The case of the appellant is that dueto his old age, viz. , 70 years as on 14/2/1970, there was mutual agreement by which the appellant had stepped out from the partnership business leaving all assets and liabilities with the two partners. His right to share in the goodwill was mutually agreed to be set off against liabilities falling within his share. The partnership under Ex. A-2 mutually stood dissolved on 14/2/1970 settling the accounts between the partners. The new partnership came into existence on 15/2/1970 under Ex. B-l. Therefore, there is no liability on his part to render any accounts or to bear any losses incurred by the new partnership firm under Ex. B-l to which he was not a member on and from 15/2/1970. The trial court recorded the findings as under: "The question relating to the goodwill and vilasam and fixed assets of the business of 'pappu Raja and Sons' were discussed. In the end, in view of all these facts, it was agreed (1 that the first plaintiff and his brother should take over the business as a running concern; and (2 that the amounts shown as debits against the defendant should be considered to have been wiped out as having been set out against this defendant's share in the goodwill and in the share of profits really made for the above 2 years. It was on this understanding that the firm was dissolved on 14/2/1970 by consent of all parties concerned. The first plaintiff and his brother and others from their family started their business in the same vilasam with the same RC No. and in the same premises from 15/2/1970 in pursuance of the above conclusion. Thus, the firm was dissolved on 14/2/1970 itself with no need whatsoever for taking any account in respect of the dissolved firm in the above circumstances. ";