(01/12)
FILING INSTRUCTIONS
CERTIFICATE OF LIMITED PARTNERSHIP
NAME
The name of the limited partnership that is not a limited liability limited partnership shall contain the word “limited,” or the abbreviation “Ltd.,” or the
phrase “limited partnership” or the abbreviation “L.P.” or “LP” and it shall not contain the phrase “limited liability limited partnership” or the abbreviation
“LLLP.” The name of a limited partnership that is a limited liability limited partnership shall contain the phrase “limited liability limited partnership” or the
abbreviation “LLLP” or “L.L.L.P.” and it shall not contain only “limited partnership” or the abbreviation of “L.P.” or “LP.” The name of the limited
partnership shall be distinguishable upon the records of the Secretary of State from any name of record with the Secretary of State.
PRINCIPAL OFFICE ADDRESS
The principal office is the office (in or out of this state) so designated in writing with the Office of the Secretary of State where the principal designated
office of the business entity is located. This address is where all correspondence from the Office of the Secretary of State (See Document Delivery) will
be mailed.
REGISTERED OFFICE AND REGISTERED AGENT
The registered office of the limited partnership must be in Kentucky and maintain street address or other specific location (Highway, Rural Route,
Building etc.) A post office box is insufficient for the registered office address. The registered agent shall be an individual resident of this
Commonwealth, a Kentucky corporation, a Kentucky nonprofit corporation, a Kentucky limited liability company, a foreign corporation, a foreign nonprofit
corporation, a foreign limited liability authorized to transact business in Kentucky. The company seeking formation shall not act as its own registered
agent. The registered agents address must be identical with the registered office.
CONSENT OF REGISTERED AGENT
Unless the registered agent signs the certificate, the partnership must deliver with the certificate of limited partnership, the registered agent’s consent to
the appointment. The registered agent must give written consent to act as agent on behalf of the limited partnership. If the registered agent is a
corporation an officer or the chairman of the board of directors must sign on behalf of the corporation. If the registered agent is a limited liability
company and management of the company is vested in one or more managers, a manager must sign on behalf of the limited liability company. If
management of the company is vested in its members, a member must sign. The person signing on behalf of the business entity acting as agent must
designate the title or capacity in which he or she signs.
WHO MAY SIGN
The document must be signed by all general partners listed on the initial certificate.
NUMBER OF COPIES
If filing via mail or in person, one exact or conformed copy of the documents with the filing fee must be submitted to the address below. To make a copy
of the filing for delivery to the local county clerk’s office, visit www.sos.ky.gov and print a copy from the organization search tool.
EFFECTIVE DATE AND TIME
The document will be effective on the date and time of filing, unless a delayed effective date and/or time is specified. The effective date or the delayed
effective date cannot be prior to the date the application is filed. A delayed effective date may not be later than the 90
th
day after the date of filing.
DOCUMENT DELIVERY
A file stamped postcard will be sent to the principal office address. If the applicant wishes for the document to be sent to an alternate address other than
the principal office, a request must be submitted in writing affirming that request. Alternate address requests must be submitted with each document
filed with the Office of the Secretary of State.
FILING FEE
The filing fee is $40.00. Checks should be made payable to the "Kentucky State Treasurer."
MAILING ADDRESS OFFICE LOCATION
Alison Lundergan Grimes Room 154, Capitol Building
Secretary of State 700 Capital Avenue
P.O. Box 718 Frankfort, KY 40601
Frankfort, KY 40602-0718 Hours of Operation: 8:00 AM-4:30 PM ET
CONTACT INFORMATION AND NAME AVAILABILITY
If you have any questions, need additional forms or wish to search for name availability, please feel free to visit our website at www.sos.ky.gov or call
(502) 564-3490.
FUTURE DOCUMENTATION REQUIREMENTS AND DEADLINES
The business entity must file an annual report with the Secretary of State between January 1 and June 30 of the year following the calendar year in
which the corporation was formed. Subsequent annual reports must be filed with the Secretary of State between January 1 and June 30 of the following
calendar years. A statement of change of the registered agent and/or registered office address or principal office address must be filed with the
Secretary of State whenever a change has occurred involving any of the above categories. Downloadable forms may be found on our website.
