50-73.17 - Filing; fees; effective time and date. - Virginia Statutes

§ 50-73.17. Filing; fees; effective time and date.

A. 1. One signed copy of the certificate of limited partnership, of anyamended and restated certificate referred to in § 50-73.77, of anycertificate of amendment or cancellation, of any restated certificate oflimited partnership or of any articles of merger shall be delivered to theCommission for filing and shall be accompanied by the required filing fee.

2. Any document delivered to the Commission for filing shall be typewrittenor printed in black. Photocopies, or other reproduced copies, of typewrittenor printed certificates may be filed. In every case, information in thedocument shall be legible and the document shall be capable of beingreformatted and reproduced in copies of archival quality.

3. The document shall be in the English language. A limited partnership nameneed not be in English if written in English letters or Arabic or Romannumerals. The certificate of limited partnership or partnership agreement,duly authenticated by the official having custody of the applicable recordsin the state or other jurisdiction under whose law the limited partnership isformed, which is required of foreign limited partnerships, need not be inEnglish if accompanied by a reasonably authenticated English translation.

4. If, pursuant to any provision of this chapter, the Commission hasprescribed a mandatory form for the document, the document shall be in or onthe prescribed form.

5. A person who executes a certificate as an agent or fiduciary need notexhibit evidence of his authority as a prerequisite to filing. If theCommission finds that the certificate complies with the provisions of thischapter, that it has been signed as required by this chapter, and that therequired filing fee has been paid, it shall file the certificate and admit itto record in its office.

6. The Commission may accept the electronic filing of any informationrequired or permitted to be filed by this chapter and may prescribe themethods of execution, recording, reproduction and certification ofelectronically filed information pursuant to § 59.1-496.

B. The Commission shall charge and collect the following fees:

1. For filing any one of the following, the fee shall be $10:

a. An application to reserve or to renew the reservation of a name for use bya domestic or a foreign limited partnership;

b. A notice of the transfer of a name reserved for the use by a domestic or aforeign limited partnership; and

c. A certificate declaring withdrawal referred to in § 50-73.25.

2. For filing any one of the following, the fee shall be $100:

a. A certificate of limited partnership referred to in § 50-73.11 or50-73.11:3;

b. An application for registration as a foreign limited partnership; and

c. An amended and restated certificate of limited partnership referred to in§ 50-73.77.

3. For filing any one of the following, the fee shall be $25:

a. A certificate of amendment referred to in § 50-73.12;

b. A restated certificate of limited partnership referred to in § 50-73.12;

c. A copy of an amendment or correction referred to in § 50-73.57, or anamended application referred to in § 50-73.57, provided that an amendedapplication shall not require a separate fee when it is filed with a copy ofan amendment or a correction referred to in § 50-73.57;

d. Articles of merger referred to in § 50-73.48:3;

e. An instrument of merger referred to in § 50-73.57:2;

f. An instrument of entity conversion referred to in § 50-73.57:3;

g. A certificate of cancellation referred to in § 50-73.52:4; and

h. A certificate of cancellation referred to in § 50-73.58.

4. For issuing a certificate pursuant to § 50-73.76:1, the fee shall be $6.

C. 1. A certificate filed with or issued by the Commission pursuant to theprovisions of this chapter is effective at the time such certificate is filedor issued unless the certificate or articles to which the certificate relatesare filed on behalf of a limited partnership and state that they shall becomeeffective at a later time and date. In that event, the certificate shallbecome effective at the earlier of the time and date so specified or 11:59p.m. on the fifteenth day after the date on which the certificate is filedwith or issued by the Commission. Any other document filed with theCommission shall be effective when accepted for filing unless otherwiseprovided for in this chapter.

2. Notwithstanding subdivision 1 of this subsection, as to any certificatethat has a delayed effective time and date if, prior to the effective timeand date, a party to which the certificate relates files a request forcancellation with the Commission, the Commission shall cancel the certificateand it shall not become effective.

3. Notwithstanding subdivision 1 of this subsection, for purposes of §§50-73.2 and 50-73.56, any certificate that has a delayed effective date shallbe deemed to be effective when the certificate is filed or, in the case of acertificate of merger, issued.

(1985, c. 607; 1987, c. 702; 1991, c. 434; 1992, c. 575; 1993, c. 292; 1995,cc. 70, 368; 2000, c. 995; 2002, c. 441; 2004, c. 274; 2007, cc. 631, 771;2008, c. 586.)