incorporating
setting up new company
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Information about setting up new company

General partnership (includes LLP)

  • A general partnership must have two or more persons engaged in a business for profit. Except as otherwise provided by law, all partners are liable jointly and severally for all obligations of the partnership unless agreed by the claimant. Profits are taxed as personal income for the partners. Filing at the state level is optional.

The name of the general partnership

The California Corporations Code requirements (codifying the Uniform Partnership Act of 1994 and amended in 1996) apply to general partnerships formed on or after January 1, 1997. General Partnerships formed before January 1, 1997 may elect to be governed by the Uniform Partnership Act of 1994, as amended in 1996 (The Act). On and after January 1, 1999, all partnerships will be governed by the Uniform Partnership Act of 1994, as amended.

A major objective of the act is to centralize the filing of public information related to general partnerships. All general partnership statements filed with the Secretary of State's Office pursuant to the Act are permissive and not mandatory, at this time.

  • Articles of Incorpoartion containing the following information :
    • Enter the name of the partnership.
    • Enter the complete street address, including the zip code, of the chief executive office of the partnership. DO NOT enter a P.O. Box number or abbreviate the name of the city.
    • If the street address of the chief executive office entered in Item 2 is not located in California, enter the street address of an office of the partnership in California, if any. DO NOT enter a P.O. Box number or abbreviate the name of the city.
    • Pursuant to Section 16303, the partnership shall provide either of the following:
      1. The names and mailing addresses of all the partners
        OR
      2. The name and mailing address of an agent appointed and maintained by the partnership to provide the names and mailing addresses of all the partners pursuant to the provisions of Section 16303(b)
    • Enter the full names of all the partners who are authorized to execute instruments transferring real property held in the name of the partnership. Attach additional pages, if necessary, and include the number of pages attached in Item 7.
    • The Statement of Partnership Authority (GP-1) may specify the authority, or limitations on the authority, of some or all of the partners to enter into other transactions on behalf of the partnership and any other matter. Attach additional pages, if necessary, and include the number of pages attached in Item 7.
    • Enter the number of pages attached, if any.
    • The Statement of Partnership Authority (GP-1) shall be executed with the original signatures of at least two (2) partners. Attach additional pages, if necessary, and include the number of pages attached in Item 7. A facsimile or photocopy of the executed document is not acceptable for the purpose of filing with the Secretary of State.
    • Enter the name and mailing address of the person or firm to whom a copy of the filing is to be returned.
  • Filling Fees :
    • Attach the fee for filing the Statement of Partnership Authority (GP-1) with the Secretary of State which is seventy dollars ($70).