The California LP-102 form is a Certificate of Withdrawal that allows a limited partner of a domestic California limited partnership to formally withdraw from ownership. This form is essential for individuals who have invested in a limited partnership but later realize they do not wish to continue as a partner. To take the next step, fill out the form by clicking the button below.
The California LP-102 form serves as a Certificate of Withdrawal for individuals who wish to formally withdraw from their status as limited partners in a domestic limited partnership. This form is specifically designed for those who have made an investment in a California limited partnership but may have mistakenly believed they had become a limited partner. By filing the LP-102, individuals can effectively withdraw from any future participation in the partnership, as permitted by the California Corporations Code. The form must be completed accurately and can be accessed online through the California Secretary of State's website. It is essential to submit the completed form to the Sacramento office, either by mail or in person, and a filing fee of $30.00 is required. In addition, a special handling fee may apply for documents delivered in person. Upon submission, individuals will receive one uncertified copy of their filed document at no additional cost. However, additional copies or certified copies can be requested for a fee. The LP-102 must be signed by the withdrawing limited partner, affirming under penalty of perjury that the information provided is true. This process ensures that individuals can disengage from their limited partnership obligations in a clear and legally recognized manner.
LP-102
State of California
Secretary of State
Certificate of Withdrawal
(by a limited partner of a domestic (California) limited partnership)
This Space For Filing Use Only
Instructions for Completing this
Certificate of Withdrawal (Form LP-102)
Who Can File: Form LP-102 can be filed by a person who has made an investment in a California limited partnership (LP) and erroneously believes, in good faith, that they have become a limited partner of that LP. Upon filing Form LP-102, the person withdraws from future participation as an owner of the LP to the extent permitted by California Corporations Code section 15903.06(b).
Where to File: For easier completion, this form is available on the California Secretary of State's website at www.sos.ca.gov/business/be/forms.htm and can be completed online and printed to mail. The completed form can be mailed to Secretary of State, Document Filing Support Unit, P.O. Box 944225, Sacramento, CA 94244-2250 or delivered in person (drop off) to the Sacramento office. If you are not completing this form online, please type or legibly print in black or blue ink. This form is filed only in the Sacramento office.
Legal Authority: Statutory filing requirements are found in California Corporations Code section 15903.06. Note: Signing Form LP-102 constitutes an affirmation under penalty of perjury that the facts stated in the certificate are true. (California Corporations Code section 15902.08(b).)
Fees: The fee for filing Form LP-102 is $30.00. A non-refundable $15.00 special handling fee is applicable for processing documents delivered in person (drop off) at the Sacramento office. The preclearance and/or expedited filing of a document within a guaranteed time frame can be requested for an additional non-refundable fee in lieu of the special handling fee. For detailed information about preclearance and expedited filing services, go to www.sos.ca.gov/business/be/service-options.htm. The special handling fee or preclearance and expedited filing services are not applicable to documents submitted by mail. Check(s) should be made payable to the Secretary of State.
Copies: Upon filing, we will return one (1) uncertified copy of your filed document for free. To get additional copies, include a separate request and payment for copy fees when the document is submitted. Copy fees are $1.00 for the first page and $.50 for each additional page. For certified copies, there is an additional $5.00 certification fee, per copy.
Complete Form LP-102 as follows:
Item 1. Enter the file number issued to the limited partnership by the California Secretary of State.
Item 2. Enter the name of the limited partnership exactly as it is of record with the California Secretary of State.
Item 3. Date, sign and type or print the name of the limited partner. Form LP-102 must be signed by the person withdrawing as a limited partner of the California limited partnership. (California Corporations Code section 15902.04.)
File Number
Entity Name
1. Secretary of State File Number
2. Name of California Limited Partnership
Statement of Withdrawal & Execution
3.In accordance with California Corporations Code section 15903.06, I hereby withdraw from future participation as an owner of the above-named limited partnership, and I declare I am the person who executed this instrument, which execution is my act and deed.
Signature of limited partner
Type or Print Name of limited partner
LP-102 (REV 01/2013)
APPROVED BY SECRETARY OF STATE
Filling out the California LP-102 form is a straightforward process. Once completed, this form serves as a formal notice of withdrawal from a limited partnership. Follow these steps carefully to ensure accuracy and compliance.
The California LP-102 form, also known as the Certificate of Withdrawal, is a document that allows a person to formally withdraw from a California limited partnership. This form is specifically designed for individuals who have invested in a limited partnership but mistakenly believe they have become a limited partner. By filing this form, they can withdraw from any future ownership participation in the partnership.
Only individuals who have made an investment in a California limited partnership and have a good faith belief that they are a limited partner can file this form. It's essential to ensure that the individual meets these criteria before proceeding with the withdrawal process.
To complete the LP-102 form, follow these steps:
Once completed, the form must be mailed to the Secretary of State’s Document Filing Support Unit or delivered in person to their Sacramento office. Remember, the form can only be filed in Sacramento.
The fee for filing the LP-102 form is $30. Additionally, if you choose to deliver the document in person, a non-refundable special handling fee of $15 will apply. If you need expedited processing, you can request it for an additional fee. However, these expedited services are not available for documents submitted by mail.
After you submit the LP-102 form, you will receive one uncertified copy of the filed document at no additional charge. If you require more copies or certified copies, you must include a separate request along with the appropriate fees when you submit the form. The copy fees are $1.00 for the first page and $0.50 for each additional page, plus a $5.00 certification fee for certified copies.
Incorrect File Number: One common mistake is entering the wrong file number for the limited partnership. This number is crucial for identifying the correct entity in the state records. Double-check the number issued by the California Secretary of State to avoid this error.
Improper Name Format: Applicants often fail to write the name of the limited partnership exactly as it appears in state records. Variations, abbreviations, or misspellings can lead to processing delays or rejections. Always refer to the official documentation when filling out this section.
Missing Signature: Some individuals neglect to sign the form. The signature is a legal affirmation of the withdrawal and must be included. Without it, the form is incomplete and cannot be processed.
Incorrect Filing Method: Many people do not follow the specified filing method. Whether submitting by mail or in person, it is essential to adhere to the guidelines provided. Forms must be filed at the Sacramento office only, and using the correct method ensures timely processing.
When dealing with the California LP-102 form, there are several other documents that may be necessary to support your filing or provide additional information. Below is a list of these forms, each with a brief description to help you understand their purpose.
Understanding these documents can help streamline your process when dealing with the California LP-102 form. Each form serves a specific purpose and may be essential for maintaining compliance with state and federal regulations.
The California LP-102 form is similar to the Certificate of Dissolution (Form DISS STK) used by corporations. Both documents serve as formal notifications to the state regarding a change in status. While the LP-102 is focused on a limited partner withdrawing from a partnership, the Certificate of Dissolution is filed when a corporation is ceasing its business operations. Both forms require specific information about the entity and must be filed with the Secretary of State, ensuring that the state is informed about the changes in ownership or operational status.
Another document that shares similarities with the LP-102 is the Statement of Information (Form SI-100). This form is required for corporations and limited liability companies to provide updated information about their business. Like the LP-102, the Statement of Information is intended to keep the state informed about the entity's structure, including changes in ownership or management. Both documents require accurate details about the entity and serve to maintain transparency within California's business registry.
The Limited Partnership Certificate (Form LP-1) is also comparable to the LP-102. This form is filed to establish a limited partnership in California. While the LP-1 is used to create a partnership, the LP-102 is used to withdraw from it. Both forms require the identification of the limited partnership and the parties involved, ensuring that the state has a clear record of who is associated with the partnership at any given time.
Lastly, the Withdrawal of General Partner (Form GP-1) is another document that bears similarities to the LP-102. This form is used when a general partner decides to withdraw from a limited partnership. Like the LP-102, the GP-1 must be filed with the Secretary of State to officially document the change in the partnership's structure. Both forms emphasize the importance of notifying the state about changes in partnership status, whether it involves a limited partner or a general partner.
When filling out the California LP-102 form, it is important to follow specific guidelines to ensure accuracy and compliance. Below is a list of things to do and avoid during the completion process.
Only individuals who have made an investment in a California limited partnership and mistakenly believe they are a limited partner can file this form.
This form must be filed specifically at the Sacramento office of the Secretary of State.
A filing fee of $30.00 is required, along with a potential special handling fee of $15.00 if delivered in person.
Filing this form withdraws a person from future participation, but it does not affect any prior obligations or liabilities within the partnership.
While the form can be completed online, it must be printed and mailed or delivered in person for filing.
Only one uncertified copy is provided for free; additional copies incur a fee of $1.00 for the first page and $.50 for each additional page.
Signing the form affirms under penalty of perjury that the information provided is true, making it a serious commitment.
When filling out and using the California LP-102 form, it is essential to keep the following key takeaways in mind:
Understanding these points will help ensure a smooth filing process and compliance with California regulations.