50-73.83 - Execution, filing, and recording of statements; refunds; penalty.
§ 50-73.83. Execution, filing, and recording of statements; refunds; penalty.
A. A statement may be filed with the Commission. A duly authenticated copy ofa statement that is filed in an office in another state may be filed with theCommission. Either filing has the effect provided in this chapter withrespect to partnership property located in or transactions that occur in theCommonwealth.
B. A duly authenticated copy of a statement that has been filed with theCommission and recorded in the office for recording transfers of realproperty has the effect provided for recorded statements in this chapter. Arecorded statement that is not a duly authenticated copy of a statement filedwith the Commission does not have the effect provided for recorded statementsin this chapter.
C. A statement filed by a partnership shall be executed by at least twopartners, except as provided in subdivision A 1 of § 50-73.78. Otherstatements shall be executed by a partner or other person authorized by thischapter. The person executing a statement shall sign it and state beneath oropposite his signature his name and the capacity in which he executes thedocument. Any person may execute a statement by an attorney-in-fact. It shallbe unlawful for any person to sign a document he knows is false in anymaterial respect with intent that the document be delivered to the Commissionfor filing, and any person who violates this provision shall be guilty of aClass 1 misdemeanor.
D. A person authorized by this chapter to file a statement may:
1. Amend or cancel the statement by filing an amendment or cancellation thatnames the partnership, states the identification number issued by theCommission to the partnership, identifies the statement, and states thesubstance of the amendment or cancellation; and
2. Renew a statement of partnership authority by filing during the 90-dayperiod preceding the date of the statement's cancellation by operation oflaw, a renewal of a statement of partnership authority that names thepartnership, states the identification number issued by the Commission to thepartnership, states the partnership's desire to renew the statement ofpartnership authority, and states that all of the information set forth inthe statement of partnership authority is true and correct as of theexecution date of the renewal.
E. A person who files a statement pursuant to this section shall promptlysend a copy of the statement to every nonfiling partner and to any otherperson named as a partner in the statement. Failure to send a copy of astatement to a partner or other person does not limit the effectiveness ofthe statement as to a person not a partner.
F. The fees paid into the state treasury under this section shall be setaside and paid into the special fund created under § 13.1-775.1, subject tothat section. The Commission shall have the authority to certify to theComptroller directing refund of any overpayment of a fee or of any feecollected for a document that is not accepted for filing, at any time withinone year from the date of its payment. The Commission shall charge andcollect the following fees:
1. The fee shall be $100 for filing any one of the following:
a. A statement of registration as a registered limited liability partnership;or
b. A statement of registration as a foreign registered limited liabilitypartnership.
2. The fee shall be $50 for filing an annual continuation report pursuant to§ 50-73.134.
3. The fee shall be $25 for filing any one of the following:
a. An amendment to a statement of registration as a registered limitedliability partnership;
b. An amendment to a statement of registration as a foreign registeredlimited liability partnership; or
c. A statement of partnership authority or any other statement or anamendment thereto or cancellation thereof, or a renewal of a statement ofpartnership authority.
4. For issuing a certificate pursuant to § 50-73.150, the fee shall be $6.
The court responsible for recording transfers of real property may collect afee for recording a statement.
G. The Commission may provide forms for statements and reports.
H. Any statement filed with the Commission under this chapter shall betypewritten or printed. The typewritten or printed portion shall be in black.Photocopies, or other reproduced copies, of typewritten or printed statementsmay be filed. In every case, information in the statement shall be legibleand the document shall be capable of being reformatted and reproduced incopies of archival quality. The statement shall be in the English language. Apartnership name need not be in English if written in English letters orArabic or Roman numerals. Any signature on a statement may be a facsimile.
I. The Commission may accept the electronic filing of any informationrequired or permitted to be filed under this chapter and may prescribe themethods of execution, recording, reproduction and certification ofelectronically filed information pursuant to § 59.1-496.
J. A statement shall be effective at the time of the filing of the statementwith the Commission as set forth in this section unless the statement statesthat it shall become effective at a later time and date specified in thestatement. In that event, the statement shall become effective at the earlierof the time and date so specified or 11:59 p.m. on the fifteenth day afterthe date on which the statement is filed with the Commission.
K. Notwithstanding the terms of subsection J, any statement that has adelayed effective time and date shall not become effective if, prior to theeffective time and date, the parties to which the statement relates file awritten notice of abandonment with the Commission.
(1996, c. 292; 1997, c. 188; 2000, cc. 5, 995; 2002, c. 441; 2003, c. 567;2004, cc. 316, 601; 2007, cc. 631, 771; 2009, c. 716; 2010, c. 675.)