Information about registering foreign company in California

Foreign limited partnership

• A Limited Partnership may provide limited liability for some partners. There must be at least one General Partner that acts as the controlling partner while the liability of limited partners is normally limited to the amount of control or participation they have engaged in. General partners of a limited partnership have unlimited personal liability for the partnership's debts and obligation.

The name of the limited partnership

• The name shall contain the words "limited partnership" or the abbreviation "L.P." at the end. The name of the limited partnership may not contain the words "bank," "insurance," "trust," "trustee," "incorporated," "inc.," "corporation," or "corp."

A Limited Partnership may provide limited liability for some partners. There must be at least one General Partner that acts as the controlling partner while the liability of limited partners is normally limited to the amount of control or participation they have engaged in. General partners of a limited partnership have unlimited personal liability for the partnership's debts and obligation.

• FOREIGN LIMITED PARTNERSHIP APPLICATION OF REGISTRATION containing the following information :
• • Enter the name under which the foreign limited partnership is to be registered and transact business in California.
  • Enter the name of the foreign limited partnership as it appears on its partnership agreement, if different from that entered in Item 1.
  • Enter the complete address, including the zip code, of the principal executive office. DO NOT abbreviate the name of the city.
  • Enter the complete address, including the zip code, of the principal office in California, if any. DO NOT abbreviate the name of the city.
  • Enter the date and state or country of formation and make the required statement concerning the authority of the limited partnership to exercise its powers and privileges in its state or country of formation.
  • Enter the name of the agent for service of process in this state. Check the appropriate provision indicating whether the agent is an individual residing in California or a corporation which has filed a certificate pursuant to Section 1505. If an individual is designated proceed to Item 7. If a corporation is named proceed to Item 8.
  • If an individual is designated as the initial agent for service of process, enter a business or residential address in California. DO NOT enter, "in care of" (c/o) or abbreviate the name of the city. DO NOT enter an address if a corporation is designated as the agent for service of process.
  • Execution of this document confirms the following statement which has been preprinted on this form and may not be altered: "IN THE EVENT THE ABOVE AGENT FOR SERVICE OF PROCESS RESIGNS AND IS NOT REPLACED, OR IF THE AGENT CANNOT BE FOUND OR SERVED WITH THE EXERCISE OF REASONABLE DILIGENCE, THE SECRETARY OF STATE OF THE STATE OF CALIFORNIA IS HEREBY APPOINTED AS THE AGENT FOR SERVICE OF PROCESS OF THIS LIMITED PARTNERSHIP."
  • Enter the names and addresses, including the zip code, of all general partners. DO NOT abbreviate the name of the city. Attach additional pages if necessary. If a general partner is a trust, both the names of the trust (including the date of the trust, if applicable) and the trustee must be listed. Example: Mary Todd, trustee of the Lincoln Family Trust (1994).
  • Enter the number of pages attached, if any. All attachments should be 81" x 11", one-sided and legible.
  • The Application of Registration shall be signed and acknowledged with an original signature of at least one general partner.

• Filling fees :
• • A $70.00 filing fee must accompany this form.