Fill a Valid Illinois Lp 201 Template Open Editor

Fill a Valid Illinois Lp 201 Template

The Illinois LP 201 form is a document that potential limited partners must fill out to establish a limited partnership under the Illinois Uniform Limited Partnership Act. It serves as a certificate of limited partnership, detailing aspects like the partnership's name, purpose, registered agent, and office, along with a declaration of the contributions made by all partners. For those looking to embark on the creation of a limited partnership, understanding and completing this form accurately is a pivotal first step.

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Contents

Navigating the process of establishing a limited partnership in Illinois demands a thorough understanding of the requisite documentation, among which the Illinois LP 201 form holds significant importance. Released by the Secretary of State's Department of Business Services, this form is crucial for entities looking to formalize their status as a limited partnership under the Illinois Uniform Limited Partnership Act. Designed to be submitted in duplicate and demanding a meticulous adherence to detail, the form encapsulates essential data including the limited partnership name—which must comply with naming conventions that exclude certain corporate designations—the principal office address, the appointed registered agent and office for legal service processes, and the defined purpose of the partnership which may encompass any lawful business activities. Furthermore, it dives into specifics such as contributions made by partners, an optional declaration of partners’ rights upon termination, and mandates the affirmation of these declarations under penalties of perjury, signed by all general partners. A filing fee accompanies the form, acceptable only through specified methods, underscoring the formality and gravity of the filing process. The intricate details required underscore the blend of legal and procedural knowledge necessary for accurately completing and submitting the LP 201 form, marking a crucial first step in the journey of establishing a limited partnership within Illinois.

Illinois Lp 201 Sample

Form LP 201

July 2012

Secretary of State

Department of Business Services Limited Liability Division

501 S. Second St., Rm. 357 Springfield, IL 62756 217-524-8008 www.cyberdriveillinois.com

Payment must be made by certified check, cashier’s check, Illinois attorney’s check, Illinois C.P.A.’s check or money order, payable to Secretary of State. Please do not send cash.

Illinois

Uniform Limited Partnership Act

Certificate of Limited Partnership

SUBMIT IN DUPLICATE

Please type or print clearly.

Filing Fee: $150

Approved:

FILE #

This space for use by Secretary of State.

1. Limited Partnership Name:________________________________________________________________

(Must contain the words “Limited Partnership,” “L.P.,”“LP” or “LLLP,” and cannot contain

the words “Company,” “Corporation,” “Incorporated,” “Inc.,” “Co.,” or “Corp.”)

2. Address of Office at which records required by Section 111 will be kept:

_____________________________________________________________________________________

Street Address (P.O. Box alone is unacceptable.)

_____________________________________________________________________________________

City, State, ZIP

3.Registered Agent:_______________________________________________________________________

Registered Office:_______________________________________________________________________

Name

_____________________________________________________________________________________

Street Address (P.O. Box alone is unacceptable.)

 

IL

City (must be in Illinois)

ZIP

4.Limited Partnership’s Purpose. The transaction of any or all lawful business for which limited partnerships/lim- ited liability limited partnerships may be formed under this Act.

Or a Specific Purpose: ___________________________________________________________________

_____________________________________________________________________________________

_____________________________________________________________________________________

5.This entity is a Limited Liability Limited Partnership: o Yes

o No

6.Total aggregate dollar amount of cash, property and services contributed by all partners (optional):

$ ___________________________________________________________________________________

Printed on recycled paper. Printed by authority of the State of Illinois. August 2012 — 1 — C LP 3.18

Form LP 201

7.If agreed upon, brief statement of partners’ membership termination and distribution rights (optional):

_____________________________________________________________________________________

_____________________________________________________________________________________

_____________________________________________________________________________________

The undersigned affirms, under penalties of perjury, that the facts stated herein are true, correct and complete.

All General Partners are required to sign the Certificate of Limited Partnership.

1. Dated: ___________________________________

2. Dated: __________________________________

Month, Day, Year

Month, Day, Year

________________________________________

________________________________________

Signature

Signature

________________________________________

________________________________________

Name and Title (type or print)

Name and Title (type or print)

________________________________________

________________________________________

General Partner Name if corporation or other entity

General Partner Name if corporation or other entity

________________________________________

________________________________________

Street Address

Street Address

________________________________________

________________________________________

City, State, ZIP

City, State, ZIP

3. Dated: ___________________________________

4. Dated: __________________________________

Month, Day, Year

Month, Day, Year

________________________________________

________________________________________

Signature

Signature

________________________________________

________________________________________

Name and Title (type or print)

Name and Title (type or print)

________________________________________

________________________________________

General Partner Name if corporation or other entity

General Partner Name if corporation or other entity

________________________________________

________________________________________

Street Address

Street Address

________________________________________

________________________________________

City, State, ZIP

City, State, ZIP

Signatures must be in black ink on an original document. Carbon copy, photocopy or rubber stamp signatures may only be used on conformed copies.

Form Details

Fact Name Description
Governing Law This form is governed by the Illinois Uniform Limited Partnership Act.
Department Handling The Secretary of State Department of Business Services Limited Liability Division is responsible for this form.
Location It is located at 501 S. Second St., Rm. 357 Springfield, IL 62756.
Contact Information The phone number provided for inquiries is 217-524-8008, and the website is www.cyberdriveillinois.com.
Payment Method Payments must be made by certified check, cashier’s check, Illinois attorney’s check, Illinois C.P.A.’s check or money order, made payable to the Secretary of State.
Filing Fee The filing fee for this form is $150.
Submission Requirement The form LP 201 must be submitted in duplicate with all required information filled in clearly.
Signature Requirement All General Partners are required to sign the Certificate of Limited Partnership with signatures in black ink on the original document.

Illinois Lp 201 - Usage Guidelines

When starting a limited partnership in Illinois, one crucial step is completing and submitting the Illinois LP 201 form. This document registers your limited partnership with the state and is necessary for legally conducting business within Illinois. The form requires detailed information about your partnership, including the official partnership name, the principal place of business, your registered agent and office, the purpose of your business, and the contributions made by the partners. It's essential to fill out this form accurately to ensure compliance with state laws and to facilitate a smooth registration process. Below are the steps to help guide you through filling out the LP 201 form.

  1. Start by entering the limited partnership name in the space provided. Remember, the name must include "Limited Partnership," "L.P.," "LP," or "LLLP" and avoid restricted terms like "Company" or "Corporation."
  2. Provide the address of the office where records will be kept. This cannot be a P.O. Box alone; a street address is required.
  3. List the registered agent's name and the registered office address. The registered agent receives legal and tax documents on behalf of the partnership, and the office must be located in Illinois.
  4. Describe the limited partnership’s purpose. You can state a general purpose of engaging in any lawful business for which limited partnerships may be formed under Illinois law, or specify a particular purpose if preferred.
  5. Indicate whether the entity is a Limited Liability Limited Partnership (LLLP) by checking "Yes" or "No."
  6. Fill in the total aggregate dollar amount of cash, property, and services contributed by all partners, if you choose to include this optional information.
  7. If applicable, provide a brief statement on the partners’ rights regarding termination and distribution, another optional detail.
  8. Each general partner must sign and date the form, including their name, title, and address. If a partner is a corporation or another entity, provide its name as well. Ensure all signatures are in black ink on the original document.

Once the form is filled out, double-check all the information for accuracy. Then, gather the signatures of all general partners on the form. Remember to prepare the payment for the filing fee, which must be submitted along with the form. Acceptable payment methods include certified check, cashier’s check, checks from an Illinois attorney or CPA, or money order, payable to the Secretary of State. Sending cash is not recommended or accepted. Mail or deliver the completed form and payment in duplicate to the Secretary of State's office at the provided address. This will complete your registration, positioning your limited partnership to legally do business in Illinois.

Get Answers on Illinois Lp 201

  1. What is Form LP 201 in Illinois?

    Form LP 201, also known as the Certificate of Limited Partnership, is a document filed with the Illinois Secretary of State, Department of Business Services, Limited Liability Division. This form is used to register a limited partnership (LP) or limited liability limited partnership (LLLP) in the state of Illinois. It contains essential information about the partnership, including its name, purpose, registered agent, office location, the total aggregate of contributions, and details regarding the termination and distribution rights of partners, if applicable.

  2. What are the accepted payment methods for Form LP 201?

    When filing Form LP 201, payments can be made through certified checks, cashier’s checks, checks issued by an Illinois attorney, checks issued by an Illinois C.P.A., or money orders. These should be payable to the Secretary of State. It's important to note that cash payments are not accepted for this filing.

  3. How much is the filing fee for Form LP 201?

    The filing fee for submitting Form LP 201 is $150. This fee must be paid at the time of filing to the Illinois Secretary of State by one of the approved payment methods.

  4. Where should Form LP 201 be submitted?

    Form LP 201 should be submitted in duplicate to the Secretary of State, Department of Business Services, Limited Liability Division, located at 501 S. Second St., Rm. 357, Springfield, IL 62756. Additionally, the form is available for submission by contacting the provided phone number or visiting the official website.

  5. Can Form LP 201 be filed with electronic signatures?

    No, Form LP 201 requires original signatures in black ink. Carbon copies, photocopies, or rubber stamp signatures may only be used on conformed copies of the document. This requirement ensures the authenticity and validity of the signatures of the general partners involved in the limited partnership.

  6. What information is required to complete Form LP 201?

    To properly complete Form LP 201, the following information is necessary:

    • Limited Partnership Name (must include “Limited Partnership,” “L.P.,” “LP,” or “LLLP” and avoid restricted words like “Company,” “Corporation,” etc.)
    • Address of the office where records are kept (P.O. Boxes are not acceptable)
    • Registered Agent’s name and office address in Illinois
    • Limited Partnership’s purpose (specific or any lawful business)
    • Indication if the entity is a Limited Liability Limited Partnership
    • Total aggregate dollar amount of contributions by all partners (optional)
    • Brief statement of partners’ membership termination and distribution rights (optional)
    • Signatures, names, and titles of all General Partners

  7. Is it mandatory to specify a specific purpose for the limited partnership on Form LP 201?

    No, specifying a specific purpose for the limited partnership on Form LP 201 is not mandatory. The form allows for the indication of a specific purpose or, alternatively, states that the limited partnership is formed for the transaction of any or all lawful business for which limited partnerships/limited liability limited partnerships may be formed under the Illinois Uniform Limited Partnership Act.

  8. What happens if Form LP 201 is not filed correctly?

    If Form LP 201 is not correctly filled out or if the proper payment is not included, the filing may be rejected or delayed by the Secretary of State’s office. It is crucial to carefully review the form, provide all necessary details, and double-check for accuracy before submission to avoid any issues that might arise due to incorrect or incomplete information.

  9. Can the Form LP 201 be amended after it has been filed?

    Yes, if any information initially filed on Form LP 201 changes, the limited partnership must file an amendment with the Secretary of State to update the record. This includes any changes in the partnership’s name, address, registered agent, or the nature of business. Keeping this information current is important for maintaining compliance with Illinois state law.

Common mistakes

When completing the Illinois LP 201 form, a number of common mistakes can inadvertently occur. These errors can lead to processing delays or even rejection of the application. Being mindful of the details is crucial in ensuring that the filing process goes smoothly. Below are four such mistakes individuals often make:

  1. Not Including the Required Phrasing in the Limited Partnership Name: The limited partnership name must include specific words like "Limited Partnership", "L.P.", "LP", or "LLLP". Oversight here is common, especially omitting these crucial designations or mistakenly including prohibited terms such as "Company", "Corporation", "Incorporated", "Inc.", "Co.", or "Corp".
  2. Providing a P.O. Box as the Address: Both the address at which records will be kept and the registered office address must be physical street addresses. A Post Office Box alone is not acceptable for either. This requirement is often overlooked, leading to submission errors.
  3. Omission of the Registered Agent or Office: The form explicitly requires information about a registered agent and the registered office in Illinois. Failure to provide adequate details for either can halt the application process. This includes not just the agent's name but also a valid street address within the state.
  4. Failing to Specify the Limited Partnership’s Purpose: Although the form states that the limited partnership may transact any or all lawful business activities, applicants sometimes leave this section blank or do not clearly specify a specific purpose when it is intended. Detailed information here can avoid ambiguity regarding the partnership's operations.

Ensuring that all sections of the Form LP 201 are completed accurately and fully can significantly impact the efficiency and success of the limited partnership registration process. Paying close attention to the common pitfalls listed above can contribute to a smoother experience with the Illinois Department of Business Services.

Documents used along the form

Formulating a limited partnership (LP) in Illinois not only involves the initial step of submitting Form LP 201 to the Secretary of State but also generally requires accompanying documentation to ensure compliance and operational readiness. This comprehensive approach incorporates various forms and documents catering to different aspects such as taxation, operational agreements, representative designation, and permits for business functionality. Descriptions of these commonly associated documents help clarify their purposes and requirements.

  • LP 205: Limited Partnership Statement of Amendment - This document is vital when any changes are made to the original LP 201 filing information, including but not limited to changes in the partnership's name, the registered agent's information, or the address of the office where records are kept. It ensures that the state's records accurately reflect the current status and information regarding the limited partnership.
  • LP 202: Certificate of Cancellation - When a limited partnership decides to dissolve, this form must be submitted to formally terminate its existence under Illinois law. It signifies the conclusion of the partnership's business activities and its legal obligations to the state.
  • Form REG-1: Illinois Business Registration Application - Essential for obtaining a business license, this form is used to register the LP with the Illinois Department of Revenue for tax purposes. It's a crucial step for ensuring that the partnership is recognized for state tax obligations, including sales tax, use tax, and employee withholding taxes.
  • Operating Agreement - While not officially filed with the state, an operating agreement is a critical internal document that outlines the governance, financial, and operational procedures of the partnership. It delineates the rights, responsibilities, and profit-sharing among partners, serving as a guiding pact for the partnership's conduct and conflict resolution.
  • Registered Agent Consent Form - This form documents the consent of the registered agent named in the LP 201 form. Since a registered agent is responsible for receiving legal and tax documents on behalf of the partnership, their agreement to serve in this capacity must be documented and kept on record.

Together, these documents form the foundational administrative framework required for establishing and maintaining a limited partnership in Illinois. Proper completion and maintenance of these forms not only fulfill legal requirements but also provide a structured pathway for the partnership’s operations and dissolution processes. Throughout the life cycle of a limited partnership, staying vigilant about document submission and updates is imperative for legal compliance and operational efficiency.

Similar forms

The Illinois LP 201 form is similar to a variety of other documents used in the formation and registration of businesses across the United States. Each state has its own set of forms and requirements for the establishment of business entities, but many share core elements with the Illinois LP 201 form, particularly those related to limited partnerships and limited liability limited partnerships. Let's examine a few notable examples and how they compare.

The New York Form LP-1: The New York Secretary of State's Form LP-1, Application for Registration of a Limited Partnership, shares several similarities with the Illinois LP 201 form. Both forms require the disclosure of the partnership's name, which must include specific designations such as “Limited Partnership” or an abbreviation thereof. They also require information on the partnership's principal office address, the name and address of the registered agent, the purpose of the business, and signatures of all general partners. However, New York's LP-1 may have different specific state requirements for naming conventions and may include additional sections unique to New York State law.

The California Form LP-1: The California Secretary of State's Form LP-1, Certificate of Limited Partnership, is another document with notable parallels to the Illinois LP 201 form. Both forms are integral to the process of officially registering a limited partnership in their respective states. They collect similar types of information, such as the partnership name (including legal requirements for naming), the location where business records are kept, details about the registered agent, the specific or general purpose of the partnership, and contributions by partners. The primary distinctions stem from state-specific regulatory nuances, such as California's unique disclosure requirements or additional statements that may be required under California state law.

The Texas Form 207: The Texas Secretary of State's Form 207, Certificate of Formation for a Limited Partnership, while designed for the same purpose as the Illinois LP 201 form, has its own set of instructions and requirements. Both documents serve to create a legal foundation for a limited partnership by providing essential information to the state. This includes the partnership name, the registered agent's name and office address, and the business's purpose. Yet, Texas Form 207 distinguishes itself with requirements specific to Texas law, such as the option to state whether the limited partnership elect Plurality for the election of general partners and any additional provisions the partnership deems necessary for the conduct of its business.

Dos and Don'ts

Filling out the Illinois LP 201 form is a crucial step in forming a Limited Partnership (LP) in Illinois. To ensure the process is handled accurately and efficiently, here are several dos and don'ts to consider:

  • Do ensure the name of the Limited Partnership includes "Limited Partnership," "L.P.," "LP," or "LLLP" and avoids prohibited terms like "Company," "Corporation," "Incorporated," "Inc.," "Co.," or "Corp."
  • Do provide a street address for the office where records are kept, as a P.O. Box address alone is not acceptable.
  • Don't forget to appoint an Illinois-based registered agent and provide a physical Illinois address for the registered office; P.O. Box addresses are not valid for this purpose.
  • Do specify the Limited Partnership’s purpose, indicating if it's a general purpose under the Act or a specific business purpose, ensuring clarity and compliance with Illinois law.
  • Do indicate whether the entity is a Limited Liability Limited Partnership (LLLP) by marking the correct option.
  • Don't overlook the option to state the total aggregate dollar amount of cash, property, and services contributed by all partners, even though it's optional.
  • Do ensure all general partners sign the Certificate of Limited Partnership, with their names, titles, and address details clearly typed or printed, and the signatures in black ink on the original document.

Adhering to these guidelines can significantly streamline the filing process and set a solid foundation for the Limited Partnership. Missteps or omissions in completing the form can lead to delays or the rejection of the application. Paying close attention to the form’s requirements helps in establishing a legal entity that is compliant with Illinois law, facilitating smoother operations and legal activities within the state.

Misconceptions

There are several misconceptions about the Illinois LP 201 form, commonly required for establishing a Limited Partnership in the state. Understanding these misconceptions is crucial for anyone looking to form a Limited Partnership correctly and efficiently.

  • Misconception 1: Any form of payment is accepted. Only specific types of checks and money orders are accepted for the filing fee. Personal checks or cash are not accepted, which can be a surprise to some applicants.

  • Misconception 2: Digital signatures are allowed. The form specifically requires signatures in black ink on the original document. This includes the general partners' signatures, indicating that digital or electronic signatures are not acceptable for this submission.

  • Misconception 3: P.O. Box addresses are sufficient. Both the registered office and the office where records are kept must have physical street addresses. A P.O. Box alone does not satisfy this requirement, which is important for ensuring the accessibility of these records.

  • Misconception 4: Any name can be used for the Limited Partnership. The name must contain "Limited Partnership," "L.P.," "LP," or "LLLP" and cannot include designations like "Company," "Corporation," "Incorporated," and others. This ensures clarity in the type of entity being registered.

  • Misconception 5: The purpose of the partnership needs to be unique. While a specific purpose can be provided, the form states that the Limited Partnership can be formed for "the transaction of any or all lawful business" under the act. This gives applicants a wide range of possibilities for their business activities.

  • Misconception 6: The form is approved upon submission. Approval is obtained after the Secretary of State's review. Submitting the form, even correctly, does not guarantee immediate approval, as the document needs to undergo a process of examination.

  • Misconception 7: Contributions have to be detailed on the form. While the form allows for the total aggregate dollar amount of contributions by all partners to be listed, detailing these contributions is optional. This flexibility can simplify the submission process for some partnerships.

  • Misconception 8: The statement of partners' rights is mandatory. Including a brief statement of partners' membership termination and distribution rights is optional. This means partnerships have the option to detail these agreements elsewhere if preferred.

  • Misconception 9: The form is only for traditional Limited Partnerships. The LP 201 form also allows for the establishment of a Limited Liability Limited Partnership (LLLP) by marking the appropriate section, expanding the scope of entities that can be created using this single form.

Clearing up these misconceptions ensures a smoother filing process and helps applicants better prepare their documentation for establishing a Limited Partnership in Illinois.

Key takeaways

When filing the Illinois LP 201 form for initiating a Limited Partnership, it is crucial to follow all guidelines and instructions precisely to ensure the process goes smoothly. Here are key takeaways from the form and its requirements:

  • The form requires payment through specific means: certified check, cashier’s check, checks from Illinois attorneys or C.P.A.s, or money orders, explicitly made payable to the Secretary of State. Cash payments are not accepted.
  • The name of the Limited Partnership must include “Limited Partnership,” “L.P.,” “LP,” or “LLLP.” Importantly, it must not contain abbreviations commonly associated with other types of business entities such as "Inc." or "Corp."
  • There must be a designated physical address in Illinois for the office where records are maintained. A P.O. Box is not considered acceptable for this requirement.
  • The appointment of a Registered Agent and specifying the Registered Office within Illinois is mandatory. This ensures there is a clear point of contact for legal documents and correspondence.
  • The purpose of the Limited Partnership must be clearly defined in the form. It can either state the intention to engage in any lawful business activities permitted for limited partnerships or specify a particular business purpose.
  • Indicating whether the entity is a Limited Liability Limited Partnership is required by checking the appropriate box.
  • While it's optional, partners can list the total dollar amount of contributions made by all partners, including cash, property, and services.
  • The form allows for an optional statement detailing the agreement among partners regarding termination of partnership and distribution rights upon dissolution.
  • It's vital for all General Partners to sign the Certificate of Limited Partnership. These signatures affirm the truth and completeness of the information under the penalties of perjury. Signatures must be original and in black ink; photocopies or stamped signatures are not valid on the original document.

Properly completing and submitting the LP 201 form is the first step toward establishing a recognized Limited Partnership in Illinois. It sets the foundation for compliance and legality as your partnership undertakes its business activities. Careful attention to the form's details and requirements will help avoid delays or issues in the registration process.

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