Homepage Blank California Lp 102 Form
Outline

The California LP-102 form, also known as the Certificate of Withdrawal, plays a crucial role for individuals involved in limited partnerships within the state. Designed specifically for those who believe they have mistakenly become limited partners, this form allows them to formally withdraw from future ownership participation in the partnership. It is essential for anyone who has invested in a California limited partnership and wishes to clarify their status. The process for filing is straightforward, with the form available online through the California Secretary of State's website. Once completed, it can be mailed or delivered in person to the Sacramento office. A small fee of $30 is required for processing, along with additional costs for special handling or expedited services if needed. Completing the LP-102 requires specific information, including the partnership's file number and name, as well as the signature of the withdrawing partner. This ensures that all parties involved have a clear understanding of the withdrawal, which is affirmed under penalty of perjury. Understanding the nuances of this form can help individuals navigate their rights and responsibilities in California's complex partnership landscape.

Sample - California Lp 102 Form

LP-102
State of California
Secretary of State
Certificate of Withdrawal
(by a limited partner of a domestic (California) limited partnership)
This Space For Filing Use Only
Instructions for Completing this
Certificate of Withdrawal (Form LP-102)
Who Can File: Form LP-102 can be filed by a person who has made an investment in a California limited partnership (LP)
and erroneously believes, in good faith, that they have become a limited partner of that LP. Upon filing Form LP-102, the
person withdraws from future participation as an owner of the LP to the extent permitted by California Corporations Code
section
15903.06(b).
Where to File: For easier completion, this form is available on the California Secretary of State's website at
www.sos.ca.gov/business/be/forms.htm and can be completed online and printed to mail. The completed form can be
mailed to Secretary of State, Document Filing Support Unit, P.O. Box 944225, Sacramento, CA 94244-2250 or delivered in
person (drop off) to the Sacramento office. If you are not completing this form online, please type or legibly print in black or
blue ink. This form is filed only in the Sacramento office.
Legal Authority: Statutory filing requirements are found in California Corporations Code section
15903.06. Note: Signing
Form LP-102 constitutes an affirmation under penalty of perjury that the facts stated in the certificate are true. (California
Corporations Code section 15902.08(b).)
Fees: The fee for filing Form LP-102 is $30.00. A non-refundable $15.00 special handling fee is applicable for processing
documents delivered in person (drop off) at the Sacramento office. The preclearance and/or expedited filing of a
document within a guaranteed time frame can be requested for an additional non-refundable fee in lieu of the
special handling fee. For detailed information about preclearance and expedited filing services, go to
www.sos.ca.gov/business/be/service-options.htm. The special handling fee or preclearance and expedited filing services
are not applicable to documents submitted by mail. Check(s) should be made payable to the Secretary of State.
Copies: Upon filing, we will return one (1) uncertified copy of your filed document for free. To get additional copies, include
a separate request and payment for copy fees when the document is submitted. Copy fees are $1.00 for the first page and
$.50 for each additional page. For certified copies, there is an additional $5.00 certification fee, per copy.
Complete Form LP-102 as follows:
Item 1.
Enter the file number issued to the limited partnership by the California Secretary of State.
Item 2.
Enter the name of the limited partnership exactly as it is of record with the California Secretary of State.
Item 3.
Date, sign and type or print the name of the limited partner. Form LP-102 must be signed by the person
withdrawing as a limited partner of the California limited partnership. (California Corporations Code section
15902.04.)
File Number Entity Name
1.
Secretary of State File Number
2.
Name of California Limited Partnership
Statement of Withdrawal & Execution
In accordance with California Corporations Code section 15903.06, I hereby withdraw from future participation as an owner of
the above-named limited partnership, and I declare I am the person who executed this instrument, which execution is my act
and deed.
3.
Signature of limited partner
Type or Print Name of limited partner
LP-102 (REV 01/2013) APPROVED BY SECRETARY OF STATE

Form Information

Fact Name Details
Form Title Certificate of Withdrawal (LP-102)
Governing Law California Corporations Code section 15903.06
Who Can File Any person who believes they have become a limited partner in a California LP but wishes to withdraw.
Filing Location File at the Sacramento office of the Secretary of State or online.
Filing Fee $30.00, plus a non-refundable $15.00 special handling fee for in-person submissions.
Copy Fees Free uncertified copy upon filing; $1.00 for the first page of additional copies, $0.50 for each additional page, and $5.00 for certified copies.
Signature Requirement The form must be signed by the withdrawing limited partner, affirming the truth of the facts stated.

Detailed Guide for Filling Out California Lp 102

Completing the California LP-102 form is a straightforward process that involves a few key steps. This form is necessary for individuals who wish to withdraw from their participation in a limited partnership. Once filled out correctly, the form must be submitted to the appropriate state office for processing.

  1. Obtain the California LP-102 form from the California Secretary of State's website or by visiting their office.
  2. Locate the file number assigned to the limited partnership. This number is issued by the California Secretary of State.
  3. In the designated area, enter the name of the limited partnership exactly as it appears in the official records.
  4. Sign and date the form in the Statement of Withdrawal & Execution section.
  5. Type or print your name as the limited partner in the specified area.
  6. Ensure that the form is completed in black or blue ink if not filled out online.
  7. Prepare the payment for the filing fee of $30.00, making checks payable to the Secretary of State.
  8. Decide whether to submit the form by mail or deliver it in person to the Sacramento office. If delivered in person, consider the additional $15.00 special handling fee.
  9. If you need additional copies of the filed document, include a separate request and payment for copy fees.

Obtain Answers on California Lp 102

  1. What is the California LP-102 form?

    The California LP-102 form, also known as the Certificate of Withdrawal, allows a person who mistakenly believed they were a limited partner in a California limited partnership to officially withdraw from that partnership. This form is essential for those who wish to clarify their status and avoid future obligations as a limited partner.

  2. Who is eligible to file the LP-102 form?

    Only individuals who have made an investment in a California limited partnership and erroneously believed they were a limited partner can file this form. It is important that the individual acts in good faith when completing the LP-102 to ensure compliance with California law.

  3. How do I complete the LP-102 form?

    Completing the LP-102 form involves three main steps:

    • Enter the file number assigned to the limited partnership by the California Secretary of State.
    • Provide the exact name of the limited partnership as recorded with the Secretary of State.
    • Date, sign, and print your name as the limited partner withdrawing from the partnership.

    Ensure that you sign the form, as this constitutes an affirmation under penalty of perjury that the information provided is accurate.

  4. Where should I file the LP-102 form?

    The completed LP-102 form must be filed with the California Secretary of State's office in Sacramento. You can mail the form to the Document Filing Support Unit or deliver it in person. For convenience, the form is available online for completion and printing.

  5. What are the fees associated with filing the LP-102 form?

    Filing the LP-102 form incurs a fee of $30. Additionally, if you choose to deliver the form in person, a non-refundable special handling fee of $15 applies. If you require expedited processing, there are options available for an additional fee, but these do not apply to documents submitted by mail.

  6. Will I receive a copy of my filed LP-102 form?

    Yes, upon filing, you will receive one uncertified copy of your LP-102 form at no additional cost. If you would like more copies, you can request them at the time of submission, along with the appropriate fees. The cost is $1.00 for the first page and $0.50 for each additional page. Certified copies incur an additional $5.00 fee per copy.

  7. What should I do if I need help with the LP-102 form?

    If you need assistance, consider visiting the California Secretary of State's website, where resources and guidance are available. You may also reach out to a legal professional who can provide personalized advice based on your situation.

  8. What happens after I file the LP-102 form?

    Once the LP-102 form is filed, your withdrawal from the limited partnership will be processed, and you will no longer be considered a limited partner. This action helps to clarify your status and protect you from any future obligations related to that partnership.

  9. Is there a deadline for filing the LP-102 form?

    While there is no specific deadline mentioned for filing the LP-102 form, it is advisable to submit it as soon as you realize the error in your status as a limited partner. Prompt action can help prevent complications or misunderstandings in the future.

Common mistakes

Filling out the California LP-102 form can seem straightforward, but many people make common mistakes that can lead to delays or complications. One frequent error is failing to include the correct file number of the limited partnership. This number is essential for the Secretary of State to identify the specific partnership. Without it, the form may be rejected.

Another mistake involves how the name of the limited partnership is entered. It must match exactly what is on record with the California Secretary of State. Any discrepancies, even minor spelling errors, can cause issues. Always double-check the name before submitting the form.

Many individuals overlook the importance of signing the form. The LP-102 must be signed by the person withdrawing as a limited partner. If the signature is missing, the form will not be processed. This step is crucial, as it serves as an affirmation under penalty of perjury that the information provided is accurate.

Some people forget to date the form. A missing date can create confusion about when the withdrawal is effective. It is vital to include this information to ensure clarity and avoid potential disputes later on.

Using the wrong ink color is another common error. The instructions specify that the form should be completed in black or blue ink. Using other colors can lead to issues with legibility and processing. Always follow this guideline to avoid unnecessary complications.

Inaccurate payment methods can also derail the process. The filing fee is $30, and if you are delivering the form in person, a special handling fee of $15 applies. Ensure that checks are made payable to the Secretary of State. Not following this can lead to delays in processing.

Some individuals forget to request additional copies of the filed document. While one uncertified copy is returned for free, if more copies are needed, a separate request and payment must be included. It’s easy to overlook this detail, but planning ahead can save time later.

Lastly, failing to file the form in the correct location can cause significant delays. The LP-102 must be filed only at the Sacramento office. If mailed to another location, it will not be processed. Always verify the filing address to ensure proper handling.

By avoiding these common mistakes, individuals can streamline the process of withdrawing from a limited partnership in California. Attention to detail is key when completing the LP-102 form.

Documents used along the form

When navigating the process of withdrawing from a limited partnership in California, it is essential to be aware of other forms and documents that may be required or beneficial. These documents can provide additional clarity and support for your withdrawal. Below is a list of commonly used forms that accompany the California LP-102 form.

  • Certificate of Limited Partnership (Form LP-1): This document is filed to establish a limited partnership in California. It includes essential details such as the name of the partnership, the name and address of the general partner, and the duration of the partnership. If you are withdrawing, it may be helpful to refer back to this certificate to confirm your status and obligations.
  • Statement of Information (Form LP-2): This form is used to provide updated information about the limited partnership, including changes in management or ownership. Filing this document can ensure that the partnership’s records are current, which is particularly important when a limited partner withdraws.
  • Amendment to Certificate of Limited Partnership (Form LP-3): If there are changes to the partnership structure or details after a withdrawal, this form is necessary. It allows the remaining partners to amend the original certificate to reflect the current state of the partnership.
  • Notice of Dissolution (Form LP-4): In cases where the limited partnership is dissolving, this form notifies the Secretary of State of the dissolution. If your withdrawal is part of a broader dissolution process, this document will be essential for legal compliance.

Understanding these additional forms can help ensure a smooth withdrawal process and maintain the integrity of the partnership's records. Each document plays a crucial role in documenting changes and ensuring compliance with California laws. If you have further questions or need assistance, seeking guidance from a legal professional can provide clarity and support throughout this process.

Similar forms

The California LP-102 form is a Certificate of Withdrawal for limited partners in a domestic limited partnership. Several other documents serve similar purposes in various contexts. Here are ten documents that share similarities with the LP-102 form:

  • Certificate of Dissolution: This document is used to officially dissolve a limited partnership or corporation. Like the LP-102, it requires filing with the Secretary of State and involves a formal withdrawal from business operations.
  • Certificate of Cancellation: This form is filed when a business entity decides to cancel its registration. Similar to the LP-102, it signifies the end of a partner's or entity's involvement.
  • Statement of Information: This document updates the Secretary of State on the current status of a business entity. It can include changes in partners or members, akin to the withdrawal process in the LP-102.
  • Articles of Amendment: Used to change specific details about a business entity, such as its name or structure. This document, like the LP-102, requires formal approval and filing.
  • Withdrawal of Partner Statement: This document specifically addresses the withdrawal of a partner from a partnership. It functions similarly to the LP-102, detailing the partner's exit from the business.
  • Certificate of Limited Partnership: This form establishes a limited partnership and includes information about partners. It relates to the LP-102 as both deal with the roles of partners in a limited partnership.
  • Notice of Intent to Withdraw: This document notifies other partners of a member's intention to withdraw. It serves a similar purpose as the LP-102, indicating a partner's exit.
  • Power of Attorney Revocation: This form revokes a previously granted power of attorney. Like the LP-102, it signifies a withdrawal from a previously held position or authority.
  • Certificate of Good Standing: This document confirms that a business entity is compliant with state regulations. It can relate to the LP-102 in that both documents ensure proper standing within legal frameworks.
  • Notice of Change of Address: This document updates the Secretary of State about a business's address. While different in purpose, it also requires formal notification similar to the withdrawal process outlined in the LP-102.

Dos and Don'ts

When filling out the California LP-102 form, it is essential to be thorough and accurate. Here are some important dos and don’ts to keep in mind:

  • Do ensure that you have the correct file number for the limited partnership.
  • Do write the name of the limited partnership exactly as it appears in the official records.
  • Do sign and date the form to affirm that the information provided is true.
  • Do use black or blue ink if you are completing the form by hand.
  • Don't forget to include your contact information in case there are questions about your submission.
  • Don't leave any required fields blank; all information must be filled out completely.
  • Don't submit the form without the appropriate filing fee, as it will delay processing.
  • Don't forget that only the Sacramento office accepts this form for filing.

By following these guidelines, you can help ensure that your withdrawal process goes smoothly and without unnecessary complications.

Misconceptions

  • Misconception 1: Only general partners can file Form LP-102.

    This is incorrect. Form LP-102 can be filed by anyone who has made an investment in a California limited partnership and mistakenly believes they are a limited partner. It allows individuals to formally withdraw from the partnership.

  • Misconception 2: Filing Form LP-102 is a complex process.

    In reality, the process is straightforward. The form is available online and can be completed easily. Detailed instructions are provided, making it accessible for those unfamiliar with legal documents.

  • Misconception 3: There are no fees associated with filing Form LP-102.

    Contrary to this belief, there is a filing fee of $30. Additionally, if the form is delivered in person, a non-refundable special handling fee of $15 applies. Understanding these costs is important for proper planning.

  • Misconception 4: Once Form LP-102 is filed, the individual can never return to the partnership.

    This is not necessarily true. Filing Form LP-102 withdraws the individual from future participation but does not permanently bar them from rejoining the partnership. Future arrangements can be made depending on the partnership's terms and conditions.

Key takeaways

Here are key takeaways for filling out and using the California LP-102 form:

  • Purpose of the Form: The LP-102 is used by individuals who believe they are limited partners in a California limited partnership but wish to withdraw from it.
  • Eligibility: Only individuals who have made an investment in the limited partnership can file this form.
  • Where to Access: The form is available online at the California Secretary of State's website, where it can be completed and printed for submission.
  • Filing Location: All completed forms must be filed in person or mailed to the Sacramento office of the Secretary of State.
  • Signature Requirement: The form must be signed by the withdrawing limited partner, affirming that the information provided is true.
  • Filing Fees: There is a $30 filing fee, with an additional $15 fee for special handling if delivered in person.
  • Copy Requests: One free uncertified copy will be returned upon filing. Additional copies can be requested for a fee.
  • Filing Information: The form requires specific details such as the limited partnership's file number and exact name as recorded.
  • Legal Authority: The requirements for filing are outlined in California Corporations Code section 15903.06.