Deed of Exchange of Moveable and
Immoveable Properties

THIS DEED OF EXCHANGE is made and entered into at ……………….. this ……….. day of …………… between Mr. '…….………..……' hereinafter called 'the Party of the One Part' of the One Part and Mr. '………………' of .……………………. hereinafter called the 'Party of the Second  Part' of the Other Part;

WHEREAS the party of the one part is sole and absolute owner and in possession of the property comprised in Schedule A hereto AND WHEREAS the party of the second part is holding ………… equity shares of the face value of Rs……….., aggregate market  value of Rs……. in the Schedule hereunder written. AND WHEREAS it has been agreed between the parties hereto to exchange the said immovable property belonging to the said ………. for the said shares belonging to ……….. AND WHEREAS the party of second part agreed to pay party of one part the amount of diffidence of defences namely the sum of Rupees to equalise the value of the property to be exchange.

NOW THIS DEED WITNESSETH that in pursuance of the aforesaid agreement and in consideration of the Party of the Second Part transferring to the Party of the One Part the said shares and more particularly described in the Second Schedule hereunder written, and in consideration of the said sum of Rs. .………… paid by the Party of the Second Part in addition to equalise the value of both the properties hereby exchanged (receipt of which sum the Party of the One Part admits) He the Party of the One Part hereby grants and conveys by way of exchange unto the Party of the Second Part absolutely and forever ALL that piece of land and premises situate, lying and being at .……………. and more particularly described in the One Schedule hereunder written together with all and singular the buildings and structures thereon and all other things permanently attached thereto or standing thereon and all the liberties, easements, profits, privileges, advantages, rights, members and appurtenances whatsoever to the said piece of land and premises belonging or in anywise appertaining to or with the same or any part thereof and now or at any time heretofore usually held, used occupied or enjoyed or reputed as part or member thereof or be appurtenant thereto AND ALSO together with all the deeds, documents, writings, vouchers and other evidences of title relating to the said piece of land and premises or any part thereof AND ALL the estate, right, title interest, use, possession, benefit, claim and demand whatsoever both at law and in equity of the Party of the One Part, into, out of or upon the said piece of land and all and singular other the premises TO HAVE AND TO HOLD the said piece of land and all and singular other the premises hereby granted and conveyed by way of exchange or intended so to be with their and every of their rights, members and appurtenance UNTO and to the use and benefit of the Party hereto of the Second absolutely and forever SUBJECT to payment of all rents, taxes, assessments rates, dues and duties now chargeable upon the same or which may hereafter become payable in respect thereof to the Government or the Municipal Corporation or any other Local Authority.

AND THIS DEED FURTHER WITNESSETH that in pursuance of the aforesaid agreement and in consideration of the Party of the One Part having conveyed to the Party hereto of the Second Part, the land and premises situated at .……………… and more particularly described in the First Schedule hereunder written unto and to the use of the Party of the Second Part, He the Party of the Second Part doth hereby transfer by way of exchange unto the Party of the First Part absolutely forever ALL the said shares more particularly described in the Second Schedule hereunder written together with all and singular all the benefits, and rights appurtenant thereto and everyone of them, AND ALSO together with all the share certificates and other deeds, documents, writings, vouchers and other evidences of title relating to the said shares or any part thereof AND ALL the estate, right, title, interest, use, possession, benefit, claim and demand whatsoever both at law and in equity of the Party hereto of the Second Part into out of or upon the said shares or any part thereof TO HAVE AND TO HOLD the said shares hereby transferred by way of exchange or intended so to be with their and every of their rights and appurtenances UNTO and to the use and benefit of the Party hereto of the One Part forever SUBJECT to payment of all unpaid share moneys and other dues payable in respect of the said shares to the said Company.

AND each of the Parties of the One and Second Part mutually covenant with the other that -

1. He has now in himself good right, full power and absolute authority to grant, and assure or transfer the said properties hereby granted, or assured or transferred or intended so to be by him unto and to the use of the Other Party in manner aforesaid.

2. That the Other Party shall and may at all times hereafter peaceably and quietly have, possess and enjoy the said properties conveyed or transferred to him and receive the interest and profits thereof and of every part thereof to and for his own use and benefit without any suit, eviction, interruption, claim or demand whatsoever from or by him the covenanting party or his heirs, or any of them or any person or persons lawfully or equitably claiming or to claim by from under or in trust for them or any of them.
 
3. The said two sets of properties are free and clear and freely, clearly and absolutely acquitted exonerated and forever discharged or otherwise by each of them well and sufficiently saved, defended and kept harmless and indemnified of, from and against all former and other estates, title, charges and encumbrances whatsoever made, executed occasioned or suffered by him the covenanting party or by any other person or persons lawfully or equitably claiming or to claim by, from, under or in trust for him, them or any of them.

4. He the covenanting party and all persons having or lawfully claiming any estate or interest whatsoever in the said properties shall and will from time to time and at all times hereafter at the request and costs of the other of them do and execute or cause to be done and executed such further and other acts, deeds, things and assurances in the law whatsoever for the better and more perfectly assuring the said properties unto and to the use of him of whom it is conveyed or transferred in manner aforesaid as by him, his heirs, executors, administrators and assigns shall be reasonably required.
 
5. And it is declared that the said Party of the Second Part has simultaneously with the execution of this Deed handed over to the said Party of the First Part the share certificates in respect of the said shares and also a Transfer Form as prescribed by the Companies Act duly signed by him and transferring the said shares to the said Party of the Second Part as required by the Articles of Association of the said Company and the Company Law and the said Party of the First Part will be at liberty to get the said shares transferred to his name in the records of the said Company.
 
IN WITNESS WHEREOF the parties hereto have hereunto set and subscribed their respective hands the day and year first hereinabove written.

THE FIRST SCHEDULE 
(Description of property)

THE SECOND SCHEDULE 
(Description of shares)

Signed and delivered by the			)
within named Party of the			)
One Part Mr. ………… in the presence 	)
of ………………....				)
 
Signed and delivered by the			)
within named Party of the			)
Second Part Mr. ………….. in the presence	)
of ………….…..				)