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The California LLP-2 form serves as a crucial document for Limited Liability Partnerships (LLPs) seeking to amend their registration information with the state's Secretary of State. This adjustment could include changes in the LLP's name, address, the agent for service of process, or the type of business conducted. For those opting to submit the form electronically, the process involves completing the fillable PDF, ensuring a wet signature on the document, scanning, and uploading it as a PDF that is not password protected and does not exceed 10 MB. Submission through eForms Online facilitates swift review for legal compliance, followed by an email notification regarding the approval status or requirements for correction. Alternatively, if submission via mail or in person is preferred, an additional cover sheet and, for in-person submissions, a $15 handling fee are required. The form mandates a $30 filing fee, and for registered foreign LLPs that have changed names, a valid certificate of good standing is also necessary. With sections dedicated to specific updates, the form is designed for precision in indicating changes, aiding LLPs in maintaining current and accurate records. Recognizing the diverse nature of businesses that LLPs engage in, the form also covers amendments related to business practice areas, such as architecture, law, engineering, public accountancy, and land surveying. Ultimately, the California LLP-2 Amendment to Registration form is instrumental for LLPs to ensure their records reflect their current operational and structural realities, contributing to their seamless governance and compliance with state regulations.

Document Example

This form can be submitted electronically through eForms Online:

1.Complete and print the fillable PDF form.

2.Sign the form (i.e. wet signature; electronic and digital signatures are not acceptable).

3.Scan and save the signed document to your personal computer, tablet or phone:

PDF file format only;

10 MB file size maximum;

PDF must be unlocked and not password protected.

4.Upload your completed and signed PDF form and submit electronically through eForms Online.

Your submission will be reviewed for legal compliance and you will receive an email with an approval or a notice to correct your submission.

If you prefer submitting this form via mail or in person, fill out the Submission Cover Sheet and attach it to your filing. Note: In person submissions require an additional $15 handling fee.

eForms Instructions BE (EST 11/2020)

2020 California Secretary of State

 

bizfile.sos.ca.gov

LLP-2

Amendment to Registration of a

Limited Liability Partnership (LLP)

 

To change information of record for your LLP, fill out this form, and submit for filing along with:

A $30 filing fee.

If your LLP is a registered foreign LLP and the name of that LLP has changed, include a valid certificate by an authorized public official of the jurisdiction where the LLP was organized, certifying that the LLP is in good standing and that the name was changed according to the laws of that jurisdiction.

A separate, non-refundable $15 service fee also must be included, if you drop off the completed form.

Items 3–6: Only fill out the information that is changing. Attach

 

extra pages if you need to include any other matters.

This Space For Office Use Only

For questions about this form, go to www.sos.ca.gov/business-programs/business-entities/filing-tips.

LLP’s File No. (issued by CA Secretary of State)

LLP’s Exact Name (on file with CA Secretary of State)

 

 

 

If you don't know the file number, leave Item 1 blank.

New LLP Name

______________________________________________________________________________________________________________________________________________________

Proposed New LLP Name

The new name must end with: Registered Limited Liability Partnership,

 

Limited Liability Partnership, L.L.P., LLP, R.L.L.P., or RLLP.

New LLP Address

a. _________________________________________________________________________________________________________________________________________________

Street Address of Principal OfficeCity (no abbreviations)State Zip

b. _________________________________________________________________________________________________________________________________________________

Mailing Address of Principal Office, if different from 4a

City (no abbreviations)

State Zip

New Agent/Address for Service of Process (The agent must be a CA resident or an active 1505 corporation in CA.)

a. ________________________________________________________________________________________________________________________________________________

Agent's Name

b.

 

 

CA

_________________________________________________________________________________________________________________________________________________

 

Agent's Street Address (if agent is not a corporation)

City (no abbreviations)

State Zip

New Type of Business

The business in which the LLP is engaged is (check only one box):

The practice of Architecture The practice of Law Related to:

The practice of Engineering

The practice of Public Accountancy

The practice of Land Surveying

List the name of the LLP to which your LLP is related, exactly as it appears on the records of the California Secretary of State. A related LLP is a California registered LLP that practices public accountancy or law, or is a foreign LLP.

Read and sign below: This form must be signed by an authorized person. If you need more space, attach extra pages that are 1-sided and on standard letter-sized paper (8 1/2" x 11"). All attachments are part of this amendment.

Sign here

Print your name here

Your business title

Make check/money order payable to: Secretary of State

Upon filing, we will return one (1) uncertified copy of your filed document for free, and will certify the copy upon request and payment of a $5 certification fee.

Corporations Code §§ 16954, 16960

2020 California Secretary of State

LLP-2 (REV 11/2020)

bizfile.sos.ca.gov

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Form Breakdown

Fact Name Detail
Form Submission Method This form can be submitted electronically through eForms Online after completing, signing, scanning, and saving the document as a PDF.
Signature Requirement Signatures must be wet; electronic and digital signatures are not acceptable.
PDF Requirements Submitted PDFs must be unlocked, not password protected, and under 10 MB in size.
Submission Review Process Submissions will be reviewed for legal compliance with notification of approval or correction needed sent via email.
Alternate Submission Method Submissions can also be made via mail or in person with a completed Submission Cover Sheet.
In Person Submission Fee An additional $15 handling fee is required for in-person submissions.
Filing Fee A $30 filing fee is required for the amendment to registration, with an additional non-refundable $15 service fee for drop off submissions.
Governing Law Amendments are governed by the California Corporations Code §§ 16954, 16960.

How to Write California Llp 2

Filling out the California LLP-2 form is a necessary step for limited liability partnerships (LLPs) seeking to amend their registration information. This process involves completing specific sections of the form, ensuring accurate and current information is recorded. It's essential to follow each step carefully to ensure a smooth submission process. After filling out the form, it will be submitted for review. Approval will result in an updated registration that reflects the amendments made. Let's go through the steps required to complete this form accurately.

  1. Access the fillable PDF form online and enter all the required information directly into the document.
  2. Under LLP’s File No., enter your LLP's file number as issued by the CA Secretary of State. If unknown, leave item 1 blank.
  3. Provide the current Exact Name of your LLP as it is filed with the CA Secretary of State.
  4. In the New LLP Name field, enter the proposed new name, making sure it complies with the naming requirements stated in the form.
  5. For the New LLP Address, fill in the street address of the principal office, including city, state, and zip code. If the mailing address differs, provide that information in the corresponding section.
  6. Update the Agent/Address for Service of Process section if there are changes to the agent or the agent's address. Remember, the agent must either be a resident in California or an active 1505 corporation in the state.
  7. Select the New Type of Business that your LLP is engaged in, choosing only one option and listing any related LLP name if applicable.
  8. Review your form, ensuring all changes are accurately reflected. Attach additional pages if more space is needed for any section, making sure they are formatted correctly as per the form’s instructions.
  9. Print the completed form and sign it in the designated area. Remember, electronic and digital signatures are not accepted, so a wet signature is required.
  10. Scan the signed document and save it as a PDF on your computer, tablet, or phone. Make sure the file is not locked or password-protected and does not exceed the 10 MB size limit.
  11. Submit the scanned PDF electronically through eForms Online, as described. Alternatively, if you're submitting via mail or in-person, attach a Submission Cover Sheet to your filing. Remember, in-person submissions require an additional handling fee.

Once your submission is received, it will be reviewed for compliance with legal requirements. You will receive an email notification indicating whether your amendment has been approved or if further corrections are needed. Ensuring all the steps are followed meticulously will aid in a successful amendment process.

Listed Questions and Answers

What steps are needed to submit the California LLP 2 Form electronically?

Submitting the California LLP 2 Amendment form electronically involves a few detailed steps. Here's a rundown:

  1. First, you need to complete and print the fillable PDF form available online.
  2. After filling out the form, you must sign it. Remember, only wet signatures are accepted; electronic and digital signatures won't work.
  3. Next, scan the signed document and save it as a PDF on your computer, tablet, or phone. Ensure the PDF is not larger than 10 MB, is unlocked, and is not protected by a password.
  4. Finally, upload your completed and signed PDF document and submit it through the eForms Online system for review.

Once submitted, your document will be reviewed for legal compliance, and you will be notified via email regarding approval or if any corrections are needed.

Can I submit the California LLP 2 Form in person or by mail?

Yes, you have the option to submit the California LLP 2 form either by mail or in person if electronic submission is not preferred. Here are a few additional steps for these submission methods:

  • Via Mail: Fill out the form, attach a Submission Cover Sheet, and send it to the Secretary of State's office with the appropriate filing and service fees.
  • In Person: When dropping off the form in person, remember to include an additional $15 handling fee along with the $30 filing fee. Attach a Submission Cover Sheet to your filing.

What are the fee requirements for filing the California LLP 2 Form?

When filing the California LLP 2 Form, there are specific fees involved:

  • A $30 filing fee is required for all submissions, whether they're electronic, mailed, or in-person.
  • If submitting in person, you must also include a separate, non-refundable $15 service fee.

Make sure to make your check or money order payable to the Secretary of State.

To change the type of business your LLP is engaged in, or to add information about a related LLP, follow these guidelines:

Common mistakes

When filling out the LLP-2 Amendment to Registration of a Limited Liability Partnership (LLP) form for the California Secretary of State, attention to detail is crucial. Unfortunately, errors can easily occur if the information is not carefully reviewed. Here are seven common mistakes that people make:

  1. Leaving the LLP’s file number blank if known. Including the LLP’s file number issued by the California Secretary of State ensures that the amendment is matched correctly to the existing LLP record.
  2. Not using the exact name of the LLP as it currently appears on file with the California Secretary of State. Any discrepancy in the LLP's name might lead to the amendment being rejected or incorrectly processed.
  3. Choosing a new LLP name that does not comply with state naming requirements. The proposed new name must end with an appropriate designation (e.g., Registered Limited Liability Partnership, Limited Liability Partnership, L.L.P., LLP, R.L.L.P., or RLLP).
  4. Forgetting to provide a complete address. Both the street address and mailing address of the principal office require city, state, and zip code without abbreviations to ensure proper record keeping and correspondence.
  5. Incorrectly listing the agent or the agent's address for service of process. If naming an individual as the agent, a California street address must be included, not a P.O. Box. If the agent is a corporation, it must be active and registered with the California Secretary of State.
  6. Failing to check the appropriate box indicating the type of business. Only one box should be checked to specify the principal kind of professional service the LLP is authorized to provide. This selection determines the LLP’s eligibility for registration under the specified professional services.
  7. Neglecting to sign the form with a wet signature. Electronic and digital signatures are not acceptable for this filing. The form must be signed by an authorized person, and the signature verifies the accuracy and completeness of the information provided.

Aside from these common mistakes, it's also important to:

  • Ensure the document is scanned and saved as a PDF that is not password protected or locked.
  • Adhere to the 10 MB maximum file size for electronic submission.
  • Include the required filing fee and additional service fee (if submitting in person), making the check or money order payable to the Secretary of State.

By avoiding these errors, filers can streamline the amendment process, helping ensure that their submission is reviewed and approved without unnecessary delay.

Documents used along the form

When managing or amending your registration for a Limited Liability Partnership (LLP) in California using the LLP-2 form, it's essential to be aware of additional documents that might be required or beneficial to your filing. These documents ensure compliance, facilitate specific legal functions, or enhance the operational preparedness of the LLP. Here's a breakdown of other forms and documents often used alongside the California LLP-2 form.

  • LLP-1 Form: This form is used for the initial registration of a Limited Liability Partnership. It is the foundation for establishing an LLP in California, detailing the partnership's name, purpose, and the information of its designated agent for service of process.
  • Statement of Information (Form LLC-12): Although primarily for LLCs, LLPs may need to file this form to update or provide the Secretary of State with current information regarding addresses, management, or the agent for service of process.
  • Submission Cover Sheet: When submitting documents via mail or in person, this cover sheet accompanies your filings to ensure they are correctly processed by the Secretary of State’s office.
  • Certificate of Good Standing: Sometimes required when making significant changes or registering in another state, this certificate verifies the LLP’s legal compliance and status with the California Secretary of State.
  • Amendment Form (if not using LLP-2): For changes not covered by LLP-2, such as a major alteration in partnership agreements, a different amendment form specific to the change may be necessary.
  • Operating Agreement: Though not filed with the Secretary of State, an updated operating agreement should reflect any amendments made via the LLP-2 form. This document governs the operations, procedures, and agreements among the LLP members.
  • Dissolution Form: If the changes involve ending the partnership, a dissolution form must be filed to officially dissolve the LLP in California.
  • Foreign LLP Registration: For LLPs originally registered in another state but wishing to operate in California, a registration form for foreign LLPs is required to be legally recognized and conduct business within the state.
  • DBA Filing: If the LLP operates under a name different from the one registered, a "Doing Business As" (DBA) filing with the appropriate county office is necessary to comply with California business laws.
  • Tax Forms: Depending on changes to the type of business or operational structure, different tax forms may be required by the California Franchise Tax Board to ensure the LLP remains in good tax standing.

While navigating the amendment of a Limited Liability Partnership's registration, understanding the purpose and requirement of these accompanying documents can streamline the process and ensure compliance with California state regulations. Sophisticated or simple, each document plays a critical role in the lifecycle and legal standing of an LLP, from its foundation to potential expansion, restructuring, or dissolution.

Similar forms

The California Secretary of State's Domestic or Foreign Corporation Name Change Form shares similarities with the LLP-2 form in its function to alter record information, specifically for changing a corporation's name. Like the LLP-2, it requires official documentation demonstrating the change, a specific filing fee, and adherence to format guidelines, such as providing the new name in a designated format and ensuring the form is signed by an authorized individual.

The Statement of Information for California Limited Liability Companies (LLC-12) resonates with the LLP-2 form in its essential administrative role. It’s used for updating or confirming the recorded details of an LLC, including address changes or alterations in management. Both forms necessitate a fee and allow for amendments to be filed electronically or by mail, and they emphasize the necessity of reporting accurate and current information to maintain legal compliance.

California's Certificate of Amendment for Corporations (Form SI-550) has a similar purpose to the LLP-2 in enabling entities to update their official records with the state. Both require the authorizing signature of someone who has proper authority within the organization, and they are subject to review processes that can result in a requirement to correct submissions if errors are found. Additionally, both documents involve an additional fee for expedited processing or special handling.

The Application to Register a Foreign Limited Liability Partnership (FLP) bears resemblance to the LLP-2 in the context of foreign entities. This form facilitates a foreign LLP's authorization to do business in California, comparing to the LLP-2’s role in updating an existing registration's details. The requirement to submit official certification of good standing from the home jurisdiction mirrors the LLP-2’s need for a certificate if there's a name change for foreign LLPs.

The Limited Partnership Amendment to Certificate (Form LP-2) is akin to the LLP-2, as it serves limited partnerships looking to amend their registration details with the California Secretary of State. Similar requirements include the stipulation of a filing fee, the necessity of including specific amendment details such as changes in the partnership's name or address, and compliance with authorized signature requirements.

Change of Business Address Forms, used by various businesses to communicate new mailing or physical addresses to the government, parallel the function of the LLP-2 regarding address updates. Just like changing an address using the LLP-2 form, these documents ensure the state has current contact information for service of process and official communication.

The DBA (Doing Business As) Statement Amendment serves a slightly different purpose but is analogous in its amendment nature to the LLP-2. Used by individuals or entities to update their fictitious business names, it requires a signature from the registrant, associated fees, and may necessitate publication in certain situations, reflecting the LLP-2's procedural formalities for changing official business information.

Finally, the Nonprofit Corporation Amendment Form aligns with the LLP-2 in its provision for nonprofit entities to update their recorded information. While targeting a different type of organization, the process involves filing with the same authority (California Secretary of State), requires specifying the changes being made, and imposes a fee, similar to how changes are reported for LLPs through the LLP-2 form.

Dos and Don'ts

When completing the California LLP 2 form, an amendment to the registration of a Limited Liability Partnership, it's crucial to adhere to specific guidelines to ensure your submission is processed smoothly and efficiently. Here are key dos and don'ts to guide you through this process:

Do:
  • Use the fillable PDF format provided online to ensure accuracy and legibility of the information you provide.
  • Sign the form with a wet signature. Electronic and digital signatures are not accepted, reflecting the importance of a physically signed document.
  • Ensure the file is a PDF, unlocked, and not password protected when saving your signed document, adhering to the file requirements for electronic submission.
  • Include all necessary fees with your submission. A $30 filing fee is required, along with a $15 service fee if the form is dropped off in person.
Don't:
  • Submit the form without a signature. An unsigned form will not be processed, emphasizing the need for a physical signature.
  • Submit a form that exceeds the 10 MB file size limit or is password protected, as it will not meet the submission guidelines.
  • Use abbreviations for the city in the new LLP address or agent address sections. This ensures clarity and avoids any processing delays.
  • Fill out sections that aren't changing. Only include information that is being amended to streamline the review process.

Misconceptions

When dealing with the California LLP-2 form, a number of misconceptions can arise, leading to confusion and potential mistakes in the submission process. Below are five common misunderstandings and the realities behind them.

  • Electronic and digital signatures are acceptable. Quite the contrary, the form explicitly requires a "wet" signature. This means the form must be physically signed with ink by an authorized person before it is scanned for electronic submission.
  • The form can include any file size and format for upload. In fact, the form's instructions specify that the scanned document must be in PDF format and cannot exceed 10 MB. Additionally, the PDF must be unlocked and not password protected to ensure it can be reviewed by the Secretary of State's office.
  • Amendments can be made for any type of business. The form is designed specifically for businesses engaged in certain professional services, such as the practice of law, architecture, engineering, public accountancy, and land surveying. It’s crucial to note that this form is not a one-size-fits-all solution for all business amendments.
  • The filing fee is all that's required. Alongside the $30 filing fee, if the form is submitted in person, an additional non-refundable service fee of $15 is required. This is an important detail for those opting to submit their forms directly to an office.
  • Any changes can be made using the main sections of the form. For changes not specifically covered in the form’s designated sections, additional pages can be attached. It's vital to fill out only the sections that pertain to the updated information and include any further details or changes on attached pages, ensuring all modifications are clearly documented and submitted together with the form.

Understanding these misconceptions and their realities can significantly streamline the process of amending a limited liability partnership's registration in California, ensuring compliance and avoiding unnecessary delays.

Key takeaways

When dealing with the amendment of registration for a Limited Liability Partnership (LLP) in California, it is crucial to follow the California Secretary of State's specific guidelines to ensure the process is completed successfully. Here are the key takeaways from the California LLP-2 form instructions:

  • The form allows for the submission to be made electronically through the eForms Online platform, providing a streamlined approach for filing.
  • It is mandatory to print the form and sign it with a wet signature, as electronic and digital signatures are not accepted, ensuring the authenticity of the document.
  • The signed form must be scanned and saved as a PDF file, not exceeding 10 MB, and must be unlocked and not password protected, to facilitate easy processing by the Secretary of State's office.
  • For those who opt to submit the form physically, via mail or in person, a Submission Cover Sheet must be attached, with an additional $15 handling fee applied to in-person submissions, highlighting the various options for submission and the associated costs.
  • The form specifically requires detailing any changes in the LLP, such as a name change, address change, or change in the registered agent or type of business, with the flexibility to attach extra pages if necessary, ensuring all pertinent updates can be captured and legally documented.
  • A filing fee of $30 is required, and for foreign LLPs that have changed names, a certificate of good standing must be included, with a separate, non-refundable service fee of $15 for drop-off submissions, underscoring the financial aspects of the filing process.

Adherence to these instructions is crucial for the timely and accurate processing of the LLP-2 Amendment to Registration of a Limited Liability Partnership form. It is essential to review these guidelines thoroughly before submission to ensure compliance with California's legal requirements for LLP amendment filings.

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