Download California Lp 7 Form

What is the California LP-7 form and when is it used?

The California LP-7 form, officially known as the Limited Partnership Certificate of Revival, is used to revive a limited partnership that has been canceled. This form is necessary if the partnership was canceled on or after January 1, 2008, and at least one general partner listed in the original Certificate of Limited Partnership is still involved. By filing this form, the partnership is reinstated with the same legal standing as if it had never been canceled.

What are the requirements for filing the LP-7 form?

To successfully file the LP-7 form, certain requirements must be met:

1. A completed LP-7 form must be submitted, including specific information about the original partnership, such as the original file number and the date it was filed.
2. A $30 filing fee is required. If you choose to submit the form in person, a non-refundable special handling fee of $15 also applies.
3. Written confirmation from the California Franchise Tax Board (FTB) must accompany the form. This confirmation should state that all taxes, fees, penalties, and interest have been paid, and that all required tax returns have been filed.

How do I complete the LP-7 form?

Completing the LP-7 form involves several key steps:

• Start by entering the original file number and the original file date of the limited partnership.
• Provide the exact name of the limited partnership as it was recorded at the time of cancellation. If that name is unavailable, you must provide a new name that ends with "Limited Partnership," "LP," or "L.P."
• Fill in the addresses for the designated office and mailing address. Ensure that these addresses are complete and do not use abbreviations.
• Designate an initial agent for service of process, which can be either an individual residing in California or a corporation with the proper filings.
• List all general partners, noting any new partners who were not part of the original filing.

Finally, ensure that the form is signed by the appropriate parties, including at least one general partner from the original filing and any new partners.

What happens after I file the LP-7 form?

Once the LP-7 form is filed and accepted by the California Secretary of State, the limited partnership is revived. This revival restores the partnership's legal status as if it had never been canceled. It is important to keep in mind that this process can take some time, and you should receive an uncertified copy of the filed document. If you need additional copies or certified copies, you must request them at the time of filing and include the necessary fees.

When filling out the California LP-7 form, it is essential to follow specific guidelines to ensure a smooth process. Here’s a list of things you should and shouldn’t do:

• Do read the instructions carefully before starting to fill out the form.
• Do provide the original file number and the original file date accurately.
• Do ensure that the name of the limited partnership is exactly as it was at the time of cancellation.
• Do include the written confirmation from the California Franchise Tax Board regarding tax compliance.
• Don't abbreviate city names or use a P.O. Box for the designated office address.
• Don't alter the required statement included in the form.
• Don't forget to sign the form; it must be signed by at least one general partner.
• Don't submit the form without the required filing fee and any additional fees for special handling, if applicable.

Misconceptions surrounding the California LP-7 form can lead to confusion and errors during the revival process of a limited partnership. Here are nine common misconceptions, along with clarifications to help ensure a smoother experience:

• Misconception 1: The LP-7 form can be submitted without prior tax clearance.

This is incorrect. A written confirmation from the California Franchise Tax Board (FTB) is required, verifying that all taxes, fees, penalties, and interest have been paid.

• Misconception 2: Any general partner can file the LP-7 form.

Only those general partners listed in the original Certificate of Limited Partnership at the time of cancellation, as well as any new general partners, are authorized to execute the LP-7 form.

• Misconception 3: The original name of the limited partnership must be used for revival.

If the original name is unavailable, the LP-7 form allows for a new name, provided it ends with “Limited Partnership,” “LP,” or “L.P.”

• Misconception 4: There is no fee associated with filing the LP-7 form.

A filing fee of $30.00 is required. Additionally, if the form is delivered in person, a non-refundable special handling fee of $15.00 applies.

• Misconception 5: The LP-7 form can be filed at any California office.

This form must be filed exclusively at the Sacramento office of the Secretary of State.

• Misconception 6: A limited partnership can act as its own agent for service of process.

This is not permitted. The partnership must designate an individual or corporation that is not itself to serve as the agent.

• Misconception 7: There are no restrictions on the type of names that can be used for revival.

The new name cannot include certain terms like “bank,” “insurance,” or “corporation,” among others, as specified in California law.

• Misconception 8: All general partners must be listed in the LP-7 form.

While all general partners must be listed, only those who were not part of the original certificate need to indicate their status as new partners.

• Misconception 9: Once the LP-7 form is filed, the partnership is automatically revived.

The revival process is effective only after the form is properly filed and all requirements, including tax clearance, are met.

Understanding these misconceptions can greatly assist in navigating the revival process for a limited partnership in California. Proper preparation and attention to detail are essential to ensure compliance and a successful revival.

When reviving a limited partnership in California using the LP-7 form, several other documents may also be required or beneficial. Each of these documents plays a vital role in ensuring that the revival process is smooth and compliant with state regulations.

• California Franchise Tax Board Confirmation Letter: This document confirms that all taxes, fees, penalties, and interest owed to the California Franchise Tax Board have been paid. It also verifies that all necessary tax returns have been filed. This letter is essential for the LP-7 form submission.
• Certificate of Limited Partnership: This document originally establishes the limited partnership and contains important details about the partnership's formation, including the names of the general partners and the partnership's registered address. A copy may be needed for reference during the revival process.
• Statement of Information (Form LLC-12): Although primarily for limited liability companies, a similar statement may be required for limited partnerships to provide current information about the business, such as addresses and management. This helps keep the state informed about the partnership's status.
• Additional Pages for General Partners: If there are more general partners than can fit on the LP-7 form, additional pages may be necessary. These pages should list the names and addresses of all general partners, ensuring that the information is complete and accurate.

In summary, these documents support the LP-7 form in the revival of a limited partnership. Ensuring that all required paperwork is correctly completed and submitted can significantly streamline the process, helping to avoid delays or complications.