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File an LP Certificate of Cancellation/
LP Certificate of
Dissolution in Sacramento, California - Domestic Limited Partnership (LP)
Sun Document Filings can file your California Limited Partnership cancellation and
dissolution documents with the
California Secretary of State on an expedited basis. Avoid paying another year's
minimum franchise tax of $800.00 by filing dissolution forms
through Sun Document Filings. Please read the following information about
filing an LP cancellation/ LP dissolution. Many of your LP dissolution questions
will be answered below.
We hope that our
steps and tips will be of great assistance to you and your client.
Our service fee is:
$100.00 plus State fee of $15.00 (counter fee) Total fees:
$115.00. See
order form for details.
Step 1: Prepare State forms LP-3
Certificate of Dissolution AND LP-4/7 Certificate of Cancellation
For your
convenience, you may download a copy of the form LP-3; California LP Certificate
of Dissolution and the form LP-4/7; California LP Certificate of Cancellation.
Each form includes detailed instructions
prepared by the California Secretary of State in PDF format below.
The form provided can be viewed and
printed from your computer using the most current version of the Adobe Reader
(available for free from
Adobe's Website).
Download the Certificate
of Dissolution - Form LP-3 with Secretary of State instructions (PDF FILL-IN
FORM)
Download the
Certificate of Cancellation - Form LP-4/7 with Secretary of State instructions
(PDF FILL-IN FORM)
After the LP-3 and LP-4/7 Limited
Partnership cancellation and dissolution forms are downloaded, completed, and
signed, please complete our
order
form You may fax or e-mail the state forms and our order form
to our office. If you fax the document to us, we will fax back a receipt
confirmation. If you e-mail the document, we will e-mail you back a receipt
confirmation. Contact info is on the
order
form.
Step 2:
Read tips to avoid document rejection.
Step 3: Fax or E-mail the completed
Certificate of Dissolution and Certificate of Cancellation to our office and our
order
form- Once you have prepared
both forms, you will need to forward them to us for filing. Please fax a
good quality of the document to us at 800-498-3611 or e-mail to order@sundocumentfilings.com.
If you fax the document to us, we will fax back a receipt confirmation. If you
e-mail the document, we will e-mail you back a receipt confirmation. If we
receive the fax or e-mail between 9:30am-5pm M-F, we will send a receipt within
2 hours or less. If you have not heard from us, please call us to verify
transmission. Please make sure you are available via telephone after you fax the
document.
FAQ: Is a tax clearance certificate required to dissolve and cancel a Limited
Partnership?
No, as of 09/2006, no business entity is required to obtain a tax clearance
certificate. Read notice of Assembly Bill 2341.
However, a limited partnership is required to file its final tax return and
satisfy any outstanding tax bills.
Sun Document filings cannot answer any tax questions about an LP. Please call the Franchise Tax Board at
800-852-5711 about any tax questions or visit their website at http://www.ftb.ca.gov/
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FEES
Our service fee is: $100.00 plus
State fee of $15.00 (counter fee) Total fees: $115.00. See
order
form for details.
Our service fee includes:
Providing the form for you to download, providing step by step information
regarding the dissolution process in writing saving you hours of research,
preparing the state required counter form, making required copies, writing the
required state checks, filing your document in person in Sacramento, picking up
the filed document when the Secretary of State has finished processing it,
obtaining two certified copies of your filing, faxing the document to you, and
forwarding the two certified copies via regular mail.
What are the benefits of having your company file my document vs. sending the
documents directly to the Secretary of State? To begin with, presenting the
documents in person allows the paperwork to be processed in 7-10 business days
(sometimes a little longer if submitted after December 1st. due to increased
volume). If for any reason your document is rejected, you will be notified
immediately and will have a chance to correct the document and resubmit it
within 72 hours to save your dissolution date. If you mail it in, it can take
8-10 weeks for your document to be processed. If it is rejected, you may not
know until 2-3 months after you sent it to the Secretary of State for
processing. Finding out that your document has been rejected after the new year
begins means that the Limited Partnership will be required to pay another $800.00 minimum tax
payment for the new year. That is definitely a costly
mistake!
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Tips to avoid document
rejection, please read:
Collect documents - Prior to preparing the Limited Partnership
dissolution and Limited Partnership cancellation documents, collect the
Certificate of Limited Partnership and any amendments that have been filed with
the Secretary of State. If the Limited Partnership documents cannot be located,
we can obtain copies of the Certificate
of Limited Partnership/ Amendments on an expedited basis.
Click here to
order.
- Find the Limited Partnership's
full legal name.
- Find the Secretary of State's file number
(LP file numbers that start with 101 are no longer correct numbers. All LP
file numbers start with the year they were formed. To find the correct name
and file number, follow this link
http://kepler.ss.ca.gov/list.html
- Determine which
partner has authority to sign the Certificate of Dissolution and Certificate of
Cancellation documents. If a partner signs the documents and they are not on
record with the California Secretary of State, the documents will be rejected.
You or your client may have to file an LP amendment adding a new partner prior
to dissolving the Limited Partnership. If you need
assistance in filing the LP Amendment on an expedited basis, please contact us
at 800-498-2822.
For specific legal questions about preparing the form, we suggest contacting the
Secretary of State at 916-653-3365. Press 3 as it prompts you, then press 1,
then 0.
1.
Read all the instructions the Secretary of State has provided for both forms.
2. For both forms, enter the
complete Secretary of State file number and full legal name of the Limited
Partnership including
the ending
(L.P., etc.)
3. On the form LP-3, complete #3
"Effective Date of Dissolution". This field must be completed.
4. On the from LP-3, check only one
box.
5. On the form LP-4/7, for #3, check
only one box. Hint: LP-1 is for domestic California Limited Partnerships and
LP-5
is for
foreign (out of state or country) Limited Partnerships.
6. On the form LP-3 and form LP-4/7,
read Secretary of State instructions for signature requirements.
IMPORTANT: If the signing general
partner is a business entity such as a corporation or LLC and not an individual, please follow the instructions below.
The person signing on behalf of the
business entity must be listed on the current Statement of Information and sign
the document as follows:
If general partner is a corporation -
John Doe, President on behalf of ABC, Inc., General Partner - This would
indicate that the general partner of the LP that is being formed is ABC, Inc.
John Doe has authority as President of ABC, Inc. to sign on behalf of the
company provided John Doe is listed on ABC, Inc.'s current Statement of
Information.
If general partner is an LLC - John
Doe, Manager on behalf of ABC, LLC, General Partner - This would indicate that
the general partner of the LP that is being formed is ABC, LLC. John Doe has
authority as Manager of ABC, LLC to sign on behalf of the company provided John
Doe is listed on ABC, LLC's current Statement of Information.
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NOTE: We hope you find our LP dissolution and
LP cancellation steps useful
and easy to follow. Nothing contained in our steps should be construed as giving
legal or financial advice. Our intended audience is attorneys and accountants.
Therefore, if you are not an attorney or accountant, you should contact an
attorney or accountant for specific legal or tax questions regarding your LP. Please be aware that the Franchise Tax Board and Secretary of State
are government agencies and can change their fees/procedures/forms/turnaround
times without notification. Although we do our best to update our steps and stay
current, we shall not be held liable for any omissions or errors contained. We
do not profess to be giving legal or financial advice to the general public as
we are a typing and filing agency.
We will
dissolve LP, dissolve an LP with the Secretary of State. We
can file your California LP Certificate of Cancellation and
California LP Certificate of Dissolution with the Secretary
of State. Close LP? We can close LP for you. We file
dissolution in California. We also file LP cancellation and
LP-3 and LP-4/7 forms fast in Sacramento. |