50-73.52:7 - Reinstatement of a limited partnership that has ceased to exist - Virginia Statutes

§ 50-73.52:7. Reinstatement of a limited partnership that has ceased to exist.

A. A limited partnership that has ceased to exist may apply to the Commissionfor reinstatement within five years thereafter, unless the cancellation wasby order of the Commission (i) entered pursuant to subdivision A 1 of §50-73.52:6 or (ii) entered pursuant to § 50-73.50 and the circuit court'sdecree directing dissolution contains no provision for reinstatement of theexistence of the limited partnership.

B. To have the certificate of limited partnership reinstated, a limitedpartnership shall provide the Commission with the following:

1. An application for reinstatement signed by a general partner of thelimited partnership or, if there are no general partners, a limited partner,which may be in the form of a letter;

2. A reinstatement fee of $100;

3. All annual registration fees required by § 50-73.67 and penalties thatwere due before the certificate of limited partnership was canceled and thatwould have been assessed or imposed to the date of reinstatement if thelimited partnership's certificate of limited partnership had not beencanceled;

4. If the name of the limited partnership does not comply with the provisionsof § 50-73.2 at the time of reinstatement, an amendment to the certificate oflimited partnership to change the limited partnership's name to a name thatsatisfies the provisions of § 50-73.2, with the fee required by this chapterfor the filing of an amendment to the certificate of limited partnership; and

5. If the limited partnership's registered agent has filed a statement ofresignation and a new registered agent has not been appointed, a statement ofchange pursuant to § 50-73.5.

C. If the limited partnership complies with the provisions of this section,the Commission shall enter an order of reinstatement of existence. Upon entryof the order, the existence of the limited partnership shall be deemed tohave continued from the date of the cancellation as if cancellation had neveroccurred, and any liability incurred by the limited partnership or a partneror other agent after the cancellation and before the reinstatement isdetermined as if cancellation of the limited partnership's existence hadnever occurred.

(2008, c. 586.)