50-73.11 - Certificate of limited partnership. - Virginia Statutes

§ 50-73.11. Certificate of limited partnership.

A. In order to form a limited partnership, a certificate of limitedpartnership shall be executed and filed with the Commission and shall setforth:

1. The name of the limited partnership that satisfies the requirements of §50-73.2;

2. The post office address, including the street and number, if any, of thelimited partnership's initial registered office, the name of the city orcounty in which it is located, the name of its initial registered agent atthat office, and that the agent is either (i) an individual who is a residentof Virginia and either a general partner of the limited partnership, anofficer or director of a corporate general partner of the limitedpartnership, a general partner of a general partner of the limitedpartnership, a member or manager of a limited liability company that is ageneral partner of the limited partnership, a trustee of a trust that is ageneral partner of the limited partnership, or a member of the Virginia StateBar or (ii) a domestic or foreign stock or nonstock corporation, limitedliability company or registered limited liability partnership authorized totransact business in the Commonwealth;

3. The name and the post office address, including the street and number, ifany, of each general partner and, if a general partner is a business entity,the jurisdiction under whose law it is incorporated, organized, or formedand, if the general partner is of record with the Commission, theidentification number issued by the Commission to such general partner; and

4. The post office address, including the street and number, if any, of theprincipal office of the limited partnership, which may be the same as theregistered office but need not be within the Commonwealth.

B. The certificate of limited partnership may set forth any other matter thatthe general partners determine to include therein.

C. A limited partnership is formed at the time of the filing of thecertificate of limited partnership with the Commission unless a later dateand time are specified in the certificate of limited partnership as providedby § 50-73.17 if, in either case, there has been substantial compliance withthe requirements of this section.

(1985, c. 607; 1987, c. 702; 1993, c. 292; 2001, cc. 517, 541; 2003, c. 378;2007, c. 631; 2010, c. 675.)