1. Why Section 90 matters
A partnership firm is a separate taxable person for GST, but Section 90 creates a direct statutory liability for the firm and its partners.
When a firm has GST dues, a partner cannot simply assume that the partnership agreement determines who will ultimately bear the GST liability vis-à-vis the Government.
Section 90 says that, notwithstanding a contract to the contrary and any other law for the time being in force, where a firm is liable to pay tax, interest or penalty under the CGST Act, the firm and each partner are jointly and severally liable.
2. What people actually search for
This page is written around real practical questions:
The objective is to explain not only the words of Section 90, but what a partner and finance team should actually do when a partner retires or the firm has an old GST demand.
3. Section 90 in simple language
Suppose ABC Partnership Firm owes ₹20 lakh of GST, interest and penalty.
Under Section 90, the Government can treat the firm and each partner as liable for that amount. The partners' internal agreement may say that one particular partner will bear the tax, but such a private arrangement does not remove the statutory liability towards the Government.
Now suppose Partner X retires on 30 June.
Partner X remains liable for tax, interest or penalty due up to the retirement date, whether or not that amount has already been determined on 30 June.
The retirement must be intimated to the Commissioner in writing. If the required intimation is not given within one month, the statutory continuation of liability under the first proviso extends until the date on which the intimation is actually received.
4. Complete statutory structure
| Provision | What it means |
|---|---|
| Main rule | Where a firm is liable for tax, interest or penalty, the firm and each partner are jointly and severally liable. |
| First proviso | On retirement, the partner or firm must intimate the Commissioner in writing. The retiring partner remains liable for tax, interest or penalty due up to retirement, whether determined or not on that date. |
| Second proviso | If the retirement intimation is not given within one month, the retiring partner's liability under the first proviso continues until the date the intimation is received. |
The current Section 90 text is in force as of September 2026 and has been in force from 1 July 2017.
5. What does “jointly and severally liable” mean?
This is the most important phrase in Section 90.
In simple terms, it means the statutory liability is not limited to a partner's agreed percentage of profit or capital contribution when the Government seeks payment under the section.
| Internal partnership arrangement | GST statutory position |
|---|---|
| Partner A has 60% profit share and Partner B has 40%. | That ratio does not by itself divide Section 90 liability into 60:40 for Government recovery. |
| Partnership deed says only Partner A handles tax. | The internal arrangement does not remove the statutory liability of the firm and partners towards Government. |
| One partner has no involvement in a particular transaction. | The statutory wording still needs to be considered; do not assume an internal role allocation overrides Section 90. |
Internal contribution or indemnity between partners is a separate private-law question from the Government's statutory right.
6. What happens when a partner retires?
Retirement does not automatically mean that the partner's GST exposure ends on the date written in the retirement deed.
Section 90 creates a specific mechanism:
Identify the actual retirement date.
Partner or firm informs the Commissioner.
Ensure the intimation is given within one month from retirement.
Retiring partner remains liable for tax, interest and penalty due up to retirement, even if not yet determined.
If the notice is not received within one month, the first-proviso liability continues until actual receipt.
7. Why the retirement date matters
Imagine Partner A retires on 31 March 2026. A GST audit later determines additional tax for a period ending 31 March 2026.
The fact that the demand was determined only in 2028 does not by itself remove the retirement-period liability contemplated by Section 90. The provision expressly says the amount may be due whether determined or not on the retirement date.
Therefore, retirement files should preserve the firm's GST position up to the retirement date, not merely the demand position existing on that date.
8. The one-month intimation rule
The first proviso requires the retiring partner or the firm to intimate the Commissioner of the date of retirement by a notice in writing.
The practical objective is to create an official record of the retirement date for GST purposes.
Recommended control
Do not wait until the end of the one-month period. Prepare the retirement-intimation package immediately after the retirement deed and constitutional change are finalised.
9. What if the intimation is late?
This is one of the most important practical points in Section 90.
If the required intimation is not given within one month from the retirement date, the retiring partner's liability under the first proviso continues until the date on which the intimation is actually received by the Commissioner.
The finance team should therefore retain evidence of actual receipt, not merely a copy of a letter prepared internally.
10. What if the tax was not determined on the retirement date?
Section 90 expressly addresses this situation.
The retiring partner is liable for tax, interest or penalty due up to the date of retirement whether determined or not on that date.
Therefore, the absence of an assessment order on the retirement date does not necessarily mean there is no liability for that earlier period.
This is especially important for:
11. What about a new/incoming partner?
The main rule of Section 90 states that where the firm is liable, the firm and each partner are jointly and severally liable.
When a new partner joins, the precise period and liability facts should therefore be documented carefully. An incoming partner should conduct GST due diligence rather than relying only on the firm's current GST ledger balance.
12. The firm's primary GST liability
Section 90 does not replace the firm's own liability. The firm remains the taxable entity responsible for its GST obligations.
The partner-liability rule operates alongside the firm's liability.
| Layer | Meaning |
|---|---|
| Firm | Firm is liable for tax, interest and penalty under GST. |
| Partners | Section 90 makes the firm and partners jointly and severally liable. |
| Internal settlement | Partners may separately determine who ultimately bears the economic burden. |
13. Tax, interest and penalty covered
Section 90 expressly covers:
GST payable by the firm.
Statutory interest payable under the Act.
Penalty imposed under the applicable GST provisions.
For a retiring partner, the first proviso expressly covers dues whether determined or not on the retirement date.
14. Can the partnership agreement override Section 90?
No, not as against the Government.
The main provision begins with a non-obstante formulation: “Notwithstanding any contract to the contrary and any other law for the time being in force”.
This means a private arrangement among partners cannot be used to tell the GST department that only one partner is legally liable under Section 90.
However, partners may have separate rights between themselves under the partnership agreement or other applicable law. That private allocation does not change the statutory GST position.
15. Recovery from partners
Because the liability is joint and several, a partner should not assume that the Government's recovery interest is limited to the partner's capital contribution or profit-sharing ratio.
Where recovery action is taken, the partner should examine:
- Original GST liability
- Tax period
- Interest calculation
- Penalty component
- Payment already made
- Firm's recovery history
- Partner's retirement status
- Retirement intimation date
- Any applicable appeal/stay
Any specific recovery action must also comply with the applicable recovery provisions and procedure.
16. GST records during a partner change
A change in partners should trigger a GST compliance review, not merely a registration amendment.
Maintain:
17. GST registration and constitution change
A change in the constitution of a partnership firm can have registration consequences under the GST registration provisions and Rules. The exact treatment depends on the nature of the change and whether the firm's PAN/constitution remains the same.
Do not treat Section 90 as the registration-amendment provision. Section 90 deals with liability; Section 25 and the Registration Rules deal with registration.
Where the change amounts to a new legal entity/PAN, a fresh registration analysis may be required. CBIC's registration guidance also recognises that a change in constitution can affect registration.
18. GST returns around retirement
Retirement does not by itself stop the firm's return obligations.
The firm should reconcile the tax position up to the retirement date and continue the applicable GST compliance after the partner's retirement.
Before retirement
Complete pending reconciliations, notices, tax payments and partner-change documentation.
At retirement
Document the effective date and submit the written Section 90 intimation within one month.
After retirement
Preserve the firm's GST records and continue filing/assessment/recovery compliance as applicable to the firm.
19. ITC and partner retirement
Section 90 does not itself create a special ITC reversal or transfer rule merely because a partner retires.
The firm should continue applying the ordinary ITC provisions. If the retirement also results in a broader change in constitution, dissolution or transfer of business, the relevant provisions must be analysed separately.
20. Construction and infrastructure examples
Construction partnership
A partnership firm executes several construction contracts and one partner retires at year-end. The firm should prepare a project-wise GST reconciliation up to the retirement date, including RA bills, retention, advances, subcontractor ITC, RCM and pending notices.
Infrastructure partnership
A partnership undertaking a road project has an old GST dispute. A retiring partner should not rely only on the firm's current ledger; the tax period and pending dispute must be reviewed.
Mining partnership
A mining contractor has RCM and classification exposures. A partner retiring before a later departmental determination should preserve evidence relating to the GST position up to retirement.
21. Detailed practical cases
Case 1 — Partner retires and tax is already determined
Partner retires on 30 June. A GST demand for a period ending 30 June is already determined. The retiring partner remains liable for the relevant dues up to retirement, subject to the statutory framework.
Case 2 — Tax is determined two years later
The retirement-period tax was not determined on the retirement date. Section 90 expressly covers dues whether determined or not on retirement.
Case 3 — Intimation within one month
Partner retires on 31 March and written intimation is received by the Commissioner within one month. The statutory first-proviso position is established with reference to the retirement date.
Case 4 — Intimation after two months
Retirement is 31 March but the written intimation is received on 15 June. The second proviso extends the partner's liability under the first proviso until receipt of the intimation.
Case 5 — Partnership deed says retiring partner has no future liability
The internal deed may allocate economic responsibility between partners, but it cannot override the statutory GST liability towards Government.
Case 6 — New partner joins after old GST dispute
Incoming partner should perform due diligence. The exact liability position depends on the statutory and factual circumstances and should not be assumed from the date of joining alone.
Case 7 — Partner has 10% profit share
The 10% profit share does not automatically mean Government recovery is limited to 10% under the joint-and-several wording.
Case 8 — Partner was not handling accounts
Operational responsibility and internal delegation may be relevant to the facts, but Section 90's statutory wording should be read carefully rather than assuming tax responsibility follows only the partner who signed returns.
Case 9 — Firm changes constitution
If retirement changes the constitution of the firm, separately examine Section 25/registration rules and any new-entity/PAN consequences.
Case 10 — Firm is dissolved
Dissolution is a separate event from retirement. The GST consequences should be analysed under the applicable provisions rather than treating every exit as a simple retirement.
Case 11 — Partner receives recovery notice
Reconstruct the firm's demand, tax period, payments, retirement date and retirement-intimation receipt before responding.
Case 12 — Partner retires during audit
Preserve the audit records and ensure the retirement intimation is made within the statutory period. The later determination of audit liability does not automatically erase the retirement-period exposure.
22. Professional partner-exit workflow
Confirm exact effective date.
Identify all open tax periods.
Tax, interest and penalty.
Scrutiny, audit, assessment and appeals.
GSTR-1/GSTR-3B/ITC.
Address the Commissioner.
Preserve evidence of actual receipt.
Complete applicable registration process.
Document liability periods.
Retirement does not justify destroying old GST records.
23. Internal controls
| Control | Recommended action |
|---|---|
| Partner-change calendar | Track appointment/retirement dates centrally. |
| One-month alert | Create an immediate compliance reminder for Section 90 intimation. |
| Receipt evidence | Retain acknowledgement/receipt of the written notice. |
| GST due-diligence file | Maintain open demands, audits, notices and appeals. |
| Period matrix | Map each partner to each tax period. |
| Return reconciliation | Reconcile GSTR-1, GSTR-3B and ITC before partner exit. |
| Constitution control | Coordinate GST registration amendment with legal documentation. |
24. Documents checklist
25. Common mistakes
- Assuming retirement automatically ends GST liability on the retirement date.
- Missing the one-month written-intimation requirement.
- Keeping only a copy of the notice without proof of receipt.
- Assuming tax not determined on retirement date cannot later be recovered from the retiring partner.
- Relying on the profit-sharing ratio to calculate statutory liability.
- Assuming the partnership deed overrides Section 90.
- Ignoring old GST notices when a new partner joins.
- Confusing partner retirement with dissolution of the firm.
- Failing to amend GST registration where required.
- Not reconciling GST up to the retirement date.
- Destroying old GST records after partner exit.
- Confusing Section 90 with Section 89 director liability.
26. Section 89 vs Section 90 vs Section 91
| Provision | Who/what | Core concept |
|---|---|---|
| Section 89 | Directors of private company | Liability where tax/interest/penalty cannot be recovered from the private company, subject to statutory conditions. |
| Section 90 | Partners of firm | Firm and each partner jointly and severally liable for tax, interest and penalty; special retirement rules. |
| Section 91 | Guardians, trustees, agents of minors/incapacitated persons | Tax, interest and penalty are levied and recovered from the representative in the specified circumstances. |
27. Legislative position
Section 90 was part of the original CGST Act and came into force on 1 July 2017. The current statutory text retains the original core structure: joint-and-several liability of the firm and partners, plus the two retirement provisos.
The operative text as at September 2026 states that the retiring partner remains liable for tax, interest or penalty due up to retirement whether determined or not, and that failure to give the required intimation within one month extends the first-proviso liability until the Commissioner receives the intimation.
28. Recent judicial relevance
The retirement-intimation requirement is not merely an administrative formality. A 2025 Punjab and Haryana High Court decision, Harvinder Singh v. State of Punjab, considered the Section 90 provisos and treated the written retirement intimation to the Commissioner as important to determining the continuation of liability after retirement.
The case is particularly useful for understanding why a retiring partner should preserve evidence of when the Commissioner actually received the intimation. The statutory text remains the starting point, and case-specific facts should always be reviewed before relying on a judicial decision.
29. Section 90 GST FAQs
What is Section 90 of the CGST Act?
Section 90 deals with liability of partners of a firm to pay GST tax, interest and penalty.
Are partners personally liable for GST dues?
Section 90 provides that the firm and each partner are jointly and severally liable where the firm is liable for tax, interest or penalty under the Act.
What does jointly and severally liable mean?
It means the statutory liability is not automatically restricted to a partner's profit-sharing percentage. The Government's rights are governed by the statutory provision.
Does a partnership agreement protect a partner from GST?
Not against the Government. Section 90 begins with a non-obstante formulation that operates notwithstanding a contract to the contrary.
What happens when a partner retires?
The retiring partner remains liable for tax, interest or penalty due up to the retirement date, whether determined or not on that date, subject to the statutory retirement provisions.
How long does a retiring partner remain liable?
The first proviso fixes liability for dues up to retirement. If the required retirement intimation is not given within one month, the second proviso continues that liability until the date the intimation is received by the Commissioner.
What is the one-month rule?
The partner or firm must intimate the Commissioner in writing of the retirement date within one month from the date of retirement.
What if GST demand is raised after retirement?
A later determination can still relate to tax due up to the retirement date. Section 90 expressly covers dues whether determined or not on the retirement date.
Does retirement automatically remove the partner from GST liability?
No. The statutory retirement provisos must be followed.
What if the retirement intimation is delayed?
If it is not given within one month, the retiring partner's liability under the first proviso continues until the date the intimation is received by the Commissioner.
Does a new partner become liable for old GST dues?
The main rule makes each partner jointly and severally liable while the firm is liable. The exact facts, period and applicable legal provisions should therefore be reviewed when a partner joins.
Can a partner's liability be limited to his capital contribution?
Section 90's joint-and-several wording means the statutory GST liability should not be assumed to be limited to capital contribution.
Does Section 90 apply to a company?
No. Section 90 concerns partners of a firm. Directors of private companies are dealt with separately under Section 89.
Does Section 90 apply to LLPs?
Do not automatically equate every partnership-like business structure with a “firm” for Section 90. The legal constitution should be identified and the applicable GST provision checked.
What should a retiring partner do immediately?
Confirm the retirement date, obtain the retirement deed, review GST exposure, submit the written intimation within one month and preserve proof of receipt.
Why is proof of receipt important?
Because the second proviso uses the date on which the intimation is received by the Commissioner as the endpoint when the one-month requirement is not met.
31. Key takeaways
- Section 90 makes the firm and each partner jointly and severally liable for GST tax, interest and penalty where the firm is liable.
- A partner's profit-sharing percentage does not automatically limit the statutory GST liability.
- A partnership agreement cannot override Section 90 as against the Government.
- A retiring partner remains liable for dues up to the retirement date, whether determined or not on that date.
- The retirement date must be intimated to the Commissioner in writing.
- The retirement intimation should be given within one month.
- If the one-month requirement is missed, the relevant liability continues until the Commissioner actually receives the intimation.
- Retirement, dissolution and change of constitution are different events and should be analysed separately.
- GST due diligence is important before a new partner joins.
- Preserve evidence of retirement, GST exposure and intimation receipt.
Why this article is designed differently: It is written as a practical reference for partners, finance teams and tax professionals searching for the real consequences of partner retirement and GST liability, rather than as a short reproduction of the Act.
Disclaimer: This guide is for practical educational use. Partnership changes can involve GST, partnership law, accounting, income-tax and other legal consequences. Review the actual deed, GST records, current CGST Act/Rules and professional advice before taking action.