Legal Question in Business Law in India

I have a partner A in a plot of land. I started a partnership firm XYZ with A. After a few years A retired where in he brought B who had no interest in XYZ. B brought in the capital to pay A and become the new partner with us. I pay rent to B for his investement in land but he is not interested in the partnership firm XYZ. B tells us you do what u want to do on the said plot but just pay my rentals monthly.
With good intentions the said firm XYZ was initially started with A. However, Partner B may not support our cause in future in terms of getting Loan in the name of M/s XYZ. Our CA opened up a proprietary firm to do the same business in the same premises. Our CA said, you wouldn't get loan in a partnership firm without the sanction of your Partner B. So do the business by opening a proprietary firm. Since major business is done under the proprietary firm, XYZ has just become a rubber stamp firm doing below marginal business. The proprietor firm is doing fine. However, we have to pay the CA's fees/taxes filing returns for partnership firm XYZ which is actually under performing firm. Taxes/Penalty of XYZ have become a burden for me and I wanted to close the partnership firm but my CA say's you can't close XYZ because it is on the land of which you are part owners. My question is why can't we close XYZ? Is there any legal issues that may come up in future. What is the relationship of partnership firm with respect to the land on which u are doing the business? What are the implications if we close XYZ? Request to shed some light.....let me know if my issue is not in clarity. Does my issue come under Business Law? Thanks Sachin

Asked on 3/28/14, 4:05 pm

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29.03.2014

Dear Sachin,

Repeat query. Already answered. Any further advice or guidance will only be rendered on payment.

Regards,

Answered on 3/29/14, 3:45 am

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