2006 Nebraska Revised Statutes - § 67-344 — Registered limited liability partnership; foreign registered limited liability partnership; registration; application; fee; amendment; effective, when.

Section 67-344
Registered limited liability partnership; foreign registered limited liability partnership; registration; application; fee; amendment; effective, when.

(1) To become registered as and to continue to be registered as a registered limited liability partnership or a foreign registered limited liability partnership, a partnership shall file with the Secretary of State an application stating:

(a) The name of the partnership;

(b) The address of its principal office;

(c) The street address of its registered office and the name and street address of a registered agent for service of process in this state;

(d) The state or other jurisdiction or country in which the partnership is registered as a limited liability partnership and the date of its registration if the applicant is a foreign limited liability partnership;

(e) A brief statement of the business in which the partnership engages;

(f) Other matters that the partnership determines to include; and

(g) That the partnership applies for registration as a registered limited liability partnership or foreign registered limited liability partnership.

(2) The application for registration shall be executed by a majority in interest of the partners or by one or more partners authorized by a partnership agreement, power of attorney, or otherwise to execute the application for registration. Powers of attorney relating to the signing by an attorney in fact of the application or other limited liability partnership documents filed with the Secretary of State do not need to be sworn to, verified, or acknowledged and the powers of attorney do not need to be filed with the Secretary of State but may be retained by the person or persons exercising the powers of attorney.

(3) The filing fee for the filing of an application for registration as a registered limited liability partnership or foreign registered limited liability partnership is two hundred dollars plus the recording fees specified in subdivision (4) of section 33-101. The filing fee for all other filings by limited liability partnerships pursuant to the Uniform Partnership Act is ten dollars plus recording fees. A fee of one dollar per page shall be paid for a certified copy of any document on file pursuant to the act. The filing fees pursuant to the act shall be paid to the Secretary of State and remitted to the State Treasurer. The State Treasurer shall credit fifty percent of the fees to the General Fund and fifty percent of the fees to the Corporation Cash Fund.

(4) The Secretary of State shall register as a registered limited liability partnership any partnership formed and existing under the Uniform Partnership Act that submits a completed application for registration as a registered limited liability partnership with the required fee and shall register as a foreign registered limited liability partnership any foreign limited liability partnership that submits a completed application for registration as a foreign registered limited liability partnership with the required fee.

(5) An application for registration is amended by filing an application for amendment with the Secretary of State. The application for amendment shall be executed by a majority in interest of the partners or by one or more partners authorized to execute the amendment. An amendment is effective at the time the application for amendment is filed. The application shall state (a) the name of the limited liability partnership, (b) the date of filing the amendment, and (c) the amendment to the application. The amendment shall be filed within ninety days after a change in the information listed in subsection (1) of this section.

(6) A registration is effective at the time the application for registration is filed and remains effective until the registration is voluntarily withdrawn. A registration is withdrawn (a) by filing with the Secretary of State a written withdrawal notice executed by a majority in interest of the partners or by one or more partners authorized to execute a withdrawal notice or (b) thirty days after receipt by the partnership of a notice from the Secretary of State, which notice shall be sent by certified mail, return receipt requested, that the partnership has failed to make timely payment of the fees specified in subsection (3) of this section, unless the fee is paid within such thirty-day period.

(7) A partnership formed and existing under the Uniform Partnership Act becomes a registered limited liability partnership or a foreign limited liability partnership becomes registered on the date of filing if there has been substantial compliance with the requirements of this section. The status of a partnership formed and existing under the Uniform Partnership Act as a registered limited liability partnership or the registration of a foreign limited liability partnership and the liability of the partners thereof is not affected by errors or subsequent changes in the information in the registration.

(8) The Secretary of State may provide forms for the application for registration as registered limited liability partnerships or foreign limited liability partnerships pursuant to this section.

(9) Foreign limited liability partnerships may do business in this state but are required to be registered with the Secretary of State pursuant to the Uniform Partnership Act.

Source:

Laws 1996, LB 681, § 212

Termination date January 1, 2001

~Reissue Revised Statutes of Nebraska