Free Illinois Lp 201 Template

Free Illinois Lp 201 Template

The Illinois LP 201 form, updated in July 2012, serves as a Certificate of Limited Partnership under the Illinois Uniform Limited Partnership Act. It is essential for limited partnerships in Illinois, guiding them to officially register with the Secretary of State by providing detailed information about their partnership name, the address for record-keeping, and the registered agent, among other specifics. For anyone looking to establish a limited partnership in Illinois, understanding and accurately completing this form is crucial.

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Embarking on a business venture in Illinois, especially in the form of a limited partnership, involves navigating through various legal procedures, one of which includes the filing of Form LP 201. Updated by the Secretary of State Department of Business Services in July 2012, this form is a critical step for entities looking to establish themselves legally as limited partnerships within the state. It is designed to collect comprehensive information about the partnership, including the official partnership name—which must adhere to specific naming conventions—the primary office address, the appointed registered agent and office for legal purposes, and the detailed purpose of the partnership, whether general or specific. Additionally, the form offers options to declare if the partnership will operate as a Limited Liability Limited Partnership (LLLP) and to disclose the total contributions from all partners, although the latter is optional. To maintain accuracy and accountability, all general partners are required to sign the document, affirming under the penalties of perjury that all provided information is true and complete. A filing fee of $150 accompanies the submission requirements, which can be paid through various certified means, emphasizing the state's effort to streamline and secure the processing of forming a limited partnership. This process not only ensures compliance with Illinois law but also establishes a legal framework for the partnership’s operation and management.

Sample - Illinois Lp 201 Form

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 Properties

Fact Detail
Governing Law Illinois Uniform Limited Partnership Act
Form Purpose Certificate of Limited Partnership
Required Payment Methods Certified check, cashier’s check, Illinois attorney’s check, Illinois C.P.A.’s check, or money order, payable to Secretary of State
Filing Fee $150
Submission Requirement Submit in duplicate; Type or print clearly

Detailed Guide for Filling Out Illinois Lp 201

Filling out the Illinois LP 201 form is essential for entities looking to form a limited partnership within the state. This document, guided by the Illinois Uniform Limited Partnership Act, serves as the official certificate of your business's formation and establishes the partnership in accordance with state laws. The process, while straightforward, requires attention to detail to ensure accuracy and compliance. Below are the steps you need to follow to accurately complete the form.

  1. At the top of the form, where payment options are mentioned, ensure you prepare the payment of $150 through the accepted means (certified check, cashier’s check, Illinois attorney’s check, Illinois C.P.A.’s check or money order, payable to Secretary of State). Make a note not to send cash.
  2. For Item 1: Limited Partnership Name, enter the name of your limited partnership, making sure it includes "Limited Partnership," "L.P.," "LP," or "LLLP." Avoid using "Company," "Corporation," "Incorporated," "Inc.," "Co.," or "Corp." in the name.
  3. Under Item 2: Address of Office, provide the street address of the office where your limited partnership will maintain its records. Remember, P.O. Boxes are not acceptable as standalone addresses.
  4. In Item 3: Registered Agent and Registered Office sections, list the name and Illinois address of the registered agent who will be authorized to receive legal and official documents on behalf of the partnership. Ensure the address is complete, including street name and number, city, and ZIP code. P.O. Boxes are not acceptable here either.
  5. For Item 4: Limited Partnership’s Purpose, you can either state that the business can conduct any lawful business activity under the Act by checking the appropriate box, or you can specify a particular business purpose in the space provided.
  6. If your partnership will have limited liability, indicate this by checking "Yes" under Item 5. If not, check "No".
  7. Item 6 asks for the total dollar amount of contributions from all partners. This is optional, but if you choose to include this information, ensure the amount reflects the total value of cash, property, and services contributed by all partners.
  8. Under Item 7, you can include any agreed-upon statements regarding the termination and distribution rights of partners, should there be any. This is also optional.
  9. Finally, all general partners must sign and date the form in the provided spaces at the bottom. Include each signing partner’s name and title, typed or printed clearly, along with the name of the general partner if it’s a corporation or another entity, and the street address, city, state, and ZIP code of each signatory. Ensure these signatures are in black ink on the original document.

Once completed, submit the form in duplicate along with the payment to the Secretary of State’s office at the address provided on the form. This is an important step in ensuring your partnership is compliant and officially recognized within Illinois. Taking care to follow these instructions closely will help streamline the process and establish your partnership's legal foundation.

Listed Questions and Answers

  1. What is the Illinois LP 201 form used for?

The Illinois LP 201 form, officially known as the Certificate of Limited Partnership, serves as a formal document to register a limited partnership (LP) with the Illinois Secretary of State's office. This registration is crucial for LPs that wish to legally conduct business within the state. It contains vital information such as the partnership name, office address, registered agent details, business purpose, and contributions by partners. By submitting this form, partnerships declare their existence and structure under the Illinois Uniform Limited Partnership Act.

  1. Who needs to file the Illinois LP 201 form?

Any group intending to form a limited partnership in Illinois must file the LP 201 form. This includes new enterprises that have decided on the LP structure to conduct their business. It is also pertinent for existing partnerships transitioning to a limited partnership model or those moving in from another state who wish to establish a legal presence in Illinois.

  1. What is the filing fee for the Illinois LP 201 form?

The filing fee for submitting the Illinois LP 201 form is $150. This fee is mandatory and must accompany your form for processing. Payment is accepted via certified check, cashier’s check, checks from Illinois attorneys or Illinois C.P.A.s, or money order. These should be made payable to the Secretary of State. It’s essential to remember that cash payments are not accepted.

  1. Can the Illinois LP 201 form be filed online?

As of the latest update, the Illinois Secretary of State's Department of Business Services does not offer an online submission option for the LP 201 form. Interested parties are required to submit their form in duplicate by mail or in person. Ensuring clarity in your typed or printed submission will aid in the processing of your form.

  1. What information is needed to complete the IL LP 201 form?

  • Limited Partnership Name (containing “Limited Partnership,” “L.P.,”“LP” or “LLLP”)
  • Address of the Office for record keeping (No P.O. Boxes allowed)
  • Registered Agent and Office information in Illinois
  • Limited Partnership’s Purpose (general or specific)
  • Indication if the entity is a Limited Liability Limited Partnership
  • Total contributions by all partners (optional)
  • Brief statement of partners' termination and distribution rights (optional)

Additionally, all general partners are required to sign the certificate, affixing dates and providing names and titles.

  1. What are the penalties for not filing the LP 201 form?

Failure to file the LP 201 form when forming a limited partnership in Illinois can lead to significant legal and financial repercussions. The entity may lose its good standing with the state, face fines, and potentially lose the ability to enforce contracts or bring lawsuits within the state. It’s crucial to file promptly to avoid these penalties.

  1. How long does it take to process the Illinois LP 201 form?

Processing times can vary depending on the volume of submissions the Secretary of State is handling. Generally, you can expect the processing of your LP 201 form to take a few weeks. Expedited services may be available for an additional fee, enabling faster processing of your documents.

  1. Is it necessary to renew the registration filed with the IL LP 201 form?

No, once successfully filed, the IL LP 201 Certificate of Limited Partnership does not need to be renewed. However, it’s essential to keep the state informed of any significant changes to the partnership's structure or contact information through other forms designed for those updates.

  1. Where can I find more information or assistance for filling out the LP 201 form?

The Illinois Secretary of State’s Department of Business Services is the primary resource for assistance and more information regarding the LP 201 form. They offer guidance and can clarify any questions filers might have about the process or the information required. Their website, www.cyberdriveillinois.com, contains contact details, office hours, and additional resources to support applicants through the filing process.

Common mistakes

  1. Filling out the form with illegible handwriting can result in errors or delays. The form requires that information be typed or clearly printed to ensure accuracy and legibility.

  2. Choosing an incorrect name for the Limited Partnership. The name must include "Limited Partnership," "L.P.," "LP," or "LLLP" and must not contain prohibited terms such as "Company," "Corporation," "Incorporated," "Inc.," "Co.," or "Corp."

  3. Using a P.O. Box as the sole address for the office where records are kept or the registered office is not acceptable. A physical street address must be provided for these sections.

  4. Not specifying the Limited Partnership's purpose accurately or failing to state if it's for any or all lawful business purposes under the Act can be an oversight.

  5. Failing to designate whether the entity is a Limited Liability Limited Partnership by leaving the selection blank. It is crucial to select "Yes" or "No" to provide clear status.

  6. Incorrect payment form or amount can lead to rejection. 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 the Secretary of State, and the exact amount must be $150.

When filling out the Illinois LP 201 form, attention to detail is vital to avoid common mistakes that could potentially hinder the processing and formalization of the application. Following these guidelines helps ensure a smoother submission process.

Documents used along the form

When forming a limited partnership in Illinois, filing the Form LP 201 is just the beginning. To establish and maintain a limited partnership efficiently, various other forms and documents may also be necessary. These documents ensure compliance with legal requirements and help to define the structure and operations of the partnership more clearly.

  • LP-202: Certificate of Amendment - This form is used when a limited partnership needs to amend information previously submitted on the LP 201. Amendments might include changes to the partnership's name, the addition or withdrawal of partners, or changes in the registered agent or office.
  • LP-205: Certificate of Dissolution - If a limited partnership decides to wind up its affairs, this document is required to formally dissolve the entity in the eyes of the state. It helps ensure that the dissolution process follows statutory guidelines and provides public notice of the partnership's termination.
  • LP-207: Restated Certificate of Limited Partnership - This document is used to restate and integrate the initial certificate of limited partnership with all its amendments into a single document. It simplifies the public record and clarifies the partnership's current structure.
  • Annual Report - All active limited partnerships are required to file an annual report with the Secretary of State's office. This report keeps the state updated on essential details such as the partnership's address, current registered agent, and information on the management structure.
  • Operating Agreement - While not filed with the state, an operating agreement is crucial for defining the rights, responsibilities, and relationships among the partners and with the partnership itself. It outlines operational procedures, profit sharing, dispute resolution mechanisms, and other governance issues. Though not legally required in Illinois, it's strongly recommended to have this document to prevent disputes and confusion.

Together, these forms and documents play a vital role in the lifecycle of a limited partnership in Illinois. From formation to amendment, and even dissolution, each document serves a specific purpose in ensuring the partnership’s compliance with state laws and in laying out the operational blueprint for its management. Understanding the purpose and requirement of each can help partners navigate the legal landscape more effectively, ensuring that their partnership operates smoothly and remains in good standing.

Similar forms

  • The Illinois Articles of Organization for an LLC (Form LLC-5.5) resembles the LP 201 form in that both require information about the main office address, registered agent, and office address within Illinois. This document is necessary for registering a limited liability company and defines its operation, similar to how the LP 201 outlines the operations for a limited partnership.

  • The Illinois Articles of Incorporation (Form BCA 2.10) shares similarities with the LP 201 form by necessitating details such as the company name, purpose, registered agent, and office address. This form is essential for the creation of a corporation, laying the groundwork akin to LP 201's foundation for a limited partnership.

  • The Illinois Statement of Termination (Form LLC-35/15) parallels the LP 201 form in providing a method for officially concluding the entity's legal existence, similar to how LP 201 facilitates the initiation of a limited partnership's legal recognition.

  • The Application for Reservation of Name (Form LLC-1.15) shares a similarity with LP 201 as both involve the naming process of the business entity, ensuring the chosen name adheres to state naming requirements for limited partnerships and LLCs.

  • The Annual Report for Limited Liability Partnerships (Form LP 207) is akin to the LP 201 form, as both require information about the partnership's current standing, including address updates and changes in registered agent, to maintain compliance with state regulations.

  • The Illinois Certificate of Limited Liability Partnership (Form LP 205) is similar to the LP 201 in that it registers the entity under state law, detailing the partners involved, and defining the nature of the business, akin to the establishment of a limited partnership through LP 201.

  • The Amendment to the Certificate of Limited Partnership (Form LP 202) shares similarities with the LP 201 form as it allows for modifications to the partnership's original filing details, such as changes in general partner information or partnership name, ensuring the entity's records are up to date.

Dos and Don'ts

When completing the Illinois Form LP 201 for the registration of a Limited Partnership, there are several best practices to follow and pitfalls to avoid to ensure a smooth filing process. Observing these guidelines can save significant time and help in avoiding rejections from the Secretary of State. Below is a comprehensive list of dos and don'ts:

  • Do ensure that the payment for the filing fee is made through acceptable means, such as a certified check, cashier's check, check from an Illinois attorney or C.P.A., or money order payable to the Secretary of State.
  • Do not send cash as a form of payment. Due to processing and security concerns, cash payments are not accepted.
  • Do type or print clearly. The form requires legible information to be processed accurately by the Department of Business Services.
  • Do not use a P.O. Box alone as an address. The form necessitates a physical street address for the office where records are kept and for the registered office of the registered agent.
  • Do ensure the Limited Partnership name contains "Limited Partnership," "L.P.," "LP," or "LLLP," as mandated by the Illinois Uniform Limited Partnership Act.
  • Do not include prohibited terms such as "Company," "Corporation," "Incorporated," "Inc.," "Co.," or "Corp." in the Limited Partnership name, to avoid confusion with other types of business entities.
  • Do specify the Limited Partnership’s purpose, whether it's the transaction of any lawful business or a specific purpose, within the provided section.
  • Do not overlook the optional sections. While listing the total aggregate dollar amount of contributions by partners and stating the partners' membership termination and distribution rights are optional, providing this information can clarify financial and operational arrangements from the outset.
  • Do make sure all General Partners sign the Certificate of Limited Partnership in black ink, to comply with the requirement for original signatures on the document.
  • Do not use carbon copy, photocopy, or rubber stamp signatures for the original document. These are only permissible on conformed copies.

Following these guidelines will facilitate a more efficient and error-free filing process for the Illinois Form LP 201. It’s crucial to review the completed document for accuracy and completeness before submission to ensure that all information conforms to the requirements set forth by the Secretary of State’s office. For further assistance, it's advisable to consult with legal professionals who are experienced with Illinois business filings.

Misconceptions

Understanding the intricacies of the Illinois Form LP 201, which is essential for registering a Limited Partnership in Illinois, can sometimes be complicated due to common misconceptions. Here, some of these misconceptions are clarified to assist individuals in navigating the process with accurate information.

  • Only cash payments are accepted for the filing fee. This statement is incorrect. According to the form, payment can be made through various methods including certified check, cashier’s check, checks issued by Illinois attorneys or C.P.A.s, or money order, with all payments made payable to the Secretary of State. Using these multiple payment options offers convenience for filers.

  • The form can be submitted online. This is a misconception; as of the information provided in July 2012, the Form LP 201 must be submitted in duplicate by mail or in person. It's crucial for filers to prepare two copies of the form, ensuring both are complete and accurately documented before submission to the address indicated.

  • Electronic signatures are acceptable for all partners. The instructions clearly state that signatures must be in black ink on the original document, which implies that electronic signatures may not be used on the initial filing. This requirement underscores the importance of traditional signatures to maintain the authenticity and formal acknowledgment of the partners' agreement.

  • A P.O. Box is sufficient for the address of the office and the registered agent. The form specifies that a street address must be provided for both the office where records are kept and for the registered agent's office, clearly stating that a P.O. Box alone is unacceptable. This is essential for ensuring there is a physical location for legal documents and correspondence.

  • The purpose of the limited partnership must be highly specific. While the form allows for specifying a particular purpose, it also provides an option for the partnership to engage in "any or all lawful business for which limited partnerships may be formed" under the Act. This flexibility is advantageous for firms that wish to retain the ability to diversify their activities without needing to amend their registration.

Clarifying these misconceptions is essential for any individual or entity looking to form a Limited Partnership in Illinois. Accurate understanding of the Form LP 201 requirements facilitates a smoother registration process and ensures compliance with state regulations.

Key takeaways

Completing and filing the Illinois LP 201 form is a vital step in formalizing a Limited Partnership within the state. This document, governed by the Secretary of State, lays down the foundation for the partnership's legal structure, operational nuances, and fiscal contributions. Here are six key takeaways to understand when dealing with this form:

  • Payment options for the filing fee include certified check, cashier’s check, checks from Illinois attorneys or C.P.A.s, or a money order, strictly payable to the Secretary of State. This ensures a secure transaction while avoiding the risks associated with handling cash.
  • The partnership name must include specific designations such as "Limited Partnership," "L.P.," "LP," or "LLLP," and should avoid terms like "Company," "Corporation," and similar variations. This not only complies with the legal requirements but also clearly communicates the nature of the partnership to the public and other stakeholders.
  • An operational office address within Illinois, where records are maintained as required by Section 111, cannot be a P.O. Box alone, ensuring a physical location for accountability and legal correspondence.
  • The appointment of a Registered Agent and the designation of a Registered Office within Illinois are crucial steps, as these ensure there is a specific point of contact for legal notices and governmental communications.
  • Declaring the partnership's purpose allows for the conducting of lawful business under the Illinois Uniform Limited Partnership Act. This declaration can be broad, encompassing any lawful activity, or specific to the partnership’s intended business scope, offering flexibility to the partners.
  • All General Partners must affirm the truthfulness of the information provided in the form under penalties of perjury and include their signatures. This emphasizes the legal accountability and the authenticity of the data recorded on the form.

It is essential for partners to approach the completion and submission of the Illinois LP 201 form with accuracy and thoroughness, as it represents a critical legal step in establishing a Limited Partnership's operational framework. Attention to detail and adherence to the specified requirements can facilitate a smoother process and ensure compliance from the outset.

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