The Gazette 1961 - 64

on death, that is to say it is property in which the deceased had an interest ceasing on his death upon which cesser of interest benefit accrued to the surviving partner. Secondly, a deduction may be made in respect of consideration bona fide given to the deceased for the right to succeed to the partner ship. Thirdly, if and so far as the value of the share of the goodwill passing on the death of the deceased partner exceeds the value of any consideration paid therefor, the duty on the excess, if payable at all, is payable by the surviving partner and not by the estate of the deceased partner. Subject to the foregoing it would appear that there are certain types of cases where it could be maintained successfully that the deceased partner's share of the goodwill has little or no saleable value and hence has no value for estate duty purposes. For example, where the surviving partner has, on admission to the partnership or since admission to the partnership, given full consideration in money or money's worth for his right to succeed thereto no duty should be payable. Again, where the partner ship deed provides that the assets of the practice are to be taken over by the surviving partner at a price it would be impossible in practice to sever the good will from the rest of the assets and offer it on the market as a saleable item. Goodwill has no value unless it can be offered together with the rest of the assets of the practice as a going concern. The hypothetical purchaser of goodwill only in a case like this would really get nothing for his money. In the first place it is probable that the surviving partner would attract all the clients to himself in any event and, secondly, he would be under no obliga tion to continue in partnership with the purchaser. Finally, in the type of case which has been brought to the attention of the Council, namely, that of a father and son it would appear that here the strongest case could be made for the contention that the goodwill is of no value whatever. This would be the case, especially, if there was no other member of the family qualified to practise as a solicitor. There would probably be no covenant in restraint ofpractice which would prevent the surviving partner, namely the son, from starting up on his own and taking most of the clients with him. A purchaser from the executors would stand very little chance of retaining business in competition with the qualified solicitor- son and surviving partner of the deceased. This would, of course, apply more in provincial Ireland than in Dublin but would nevertheless probably have very considerable application in Dublin as well. The foregoing is not intended to be an authorita tive statement of the law on this question and neither, of course, is it in any way comprehensive. Any member who finds himself involved with this.

Furthermore, obtaining information from the District Court Office as to whether or not a certificate of qualification had been issued would not give protection as the fact that a particular auctioneer had obtained a certificate from the District Court was no guarantee that he had obtained a licence on foot of the certificate. As a result of representations made to them by the Society, the Revenue Com missioners have now agreed to answer in writing a query addressed to them in the following form : " Was Mr. X of..............................licensed as an auctioneer during the period.............................. to........................... or on the...............day of ....................................19......". The Revenue Commissioners are not prepared and, in fact, are not permitted to allow any inspection of their records. Queries of this nature should be addressed to the Revenue Commissioners, Division i, Lord Edward Street, Dublin, and in the normal course of events it will take about a week to ten days to answer the query. Urgent queries may be dealt with in a shorter time. The Revenue Commissioners will also furnish on request (assuming that the answer to the above query is in the affirmative) the name of the officer to be subpoenaed to attend court should this be necessary. The official reference number is 1273/10473/61 and should be quoted in corres pondence. VALUE OF GOODWILL OF SOLICITOR'S PRACTICE FOR DEATH DUTY PURPOSES The question of the value of a deceased partner's interest in the goodwill of the practice for Estate Duty purposes was brought by a member to the attention of the Council. He had been in partnership with his father, and on the death of the father the Revenue Commissioners claimed Estate Duty on the whole of the partnership assets as member had been taken into partnership within three years of the date of death. A return had been made in the schedule of assets for the goodwill and the question which has now arisen is whether or not a deceased partner's share of the goodwill which passes on his death to the surviving partner or partners has, in fact, any value at all and whether or not any death duties should be payable thereon. There can be no doubt that in this particular case the rest of the partnership assets, office premises, books, fittings, etc., will be liable for duty as a gift made within three years of death. It does not seem, however, that the goodwill has any value at all by itself. On the general question of the value of the deceased partner's goodwill three propositions are fairly clear. Firstly, the goodwill is property which passes