A New York Certificate of Limited Partnership (CLP) is a legal document filed with the New York Department of State that officially forms a limited partnership in the state. It identifies the limited partnership, its general partner, and its purpose. The CLP contains information such as the partnership's name, address, purpose, and the names and addresses of the limited partners. There are two types of New York Caps: the Standard CLP and the Series CLP. The Standard CLP is a single legal entity with a single general partner. The Series CLP is a single legal entity with multiple series, each of which has its own general partner. Both Standard and Series Caps are registered with the New York Department of State.
New York Certificate of Limited Partnership
State:
New York
Control #:
NY-DOS-1391
Format:
PDF
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Certificate of Limited Partnership
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FAQ
Some states only require that the certificate contains the name of the limited partnership, the name and address of the registered agent and registered office, and the names and addresses of all of the general partners.
The firm name of your limited liability partnership must contain the words ?limited liability partnership? or ?societe a responsabilite limitee? or the abbreviations ?LLP?, ?L.L.P.? or ?s.r.l.? as the last words or letters of the firm name.
An LP must have two or more owners. At least one must be a general partner who has unlimited, personal liability, and one must be a limited partner who has limited liability but is prohibited from participating in business management.
Limited partnerships are a form of partnership involving general partners, who are liable for all the debts and liabilities of the partnership, and limited partners, who are liable to the extent of their capital contribution to the partnership.
A limited partnership agreement helps protect your business into the future by outlining each partner's roles and responsibilities, as well as how they share in the business profits. You should use a limited partnership agreement if you want to form a limited partnership or formalize an existing limited partnership.
A limited partnership may be formed by the general partner(s) by executing a partnership agreement (See §121-110 of the New York State Revised Limited Partnership Act) and filing a Certificate of Limited Partnership with the Department of State pursuant to Section 121-201 of the Revised Limited Partnership Act.
--A limited partnership (LP) is a partnership of two or more persons with at least one general partner and one limited partner. 1. General Partners. As a rule of thumb, general partners in an LP have the same powers, rights, duties, and exposure to liability as partners in a general partnership.
What is the LLC Publication Requirement? All limited liability companies (LLCs, LPs, LLPs, and PLLCs) doing business in New York must publish notices in two local newspapers (a daily and a weekly) for six consecutive weeks within 120 days of formation.