Instructions For Completing The Certificate Of Revival (Form Lp-7) Page 2
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3Instructions for Completing the
Certificate of Revival (Form LP-7)
Where to File: For easier completion, this form is available on the California Secretary of State's website at
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 15902.09. All
statutory references are to the California Corporations Code, unless otherwise stated. Note: Signing Form LP-7
constitutes an affirmation under penalty of perjury that the facts stated in the certificate are true. (Section
15902.08(b).)
Form LP-7 may be used to revive a domestic (California) limited partnership if: (1) the California limited
partnership was cancelled on or after January 1, 2008 pursuant to Section
15902.03
of the Uniform Limited
Partnership Act of 2008 (2008 LP Act); and (2) at least one of the general partners listed in the Certificate of
Limited Partnership at the time it was cancelled is still a general partner.
Upon the filing of Form LP-7 with the California Secretary of State, the California limited partnership will be
revived with the same force and effect as if the certificate of limited partnership had not been cancelled
pursuant to Section 15902.03.
It is recommended that legal counsel be consulted prior to submitting Form LP-7 to ensure that all issues are
appropriately addressed.
2008 LP Act:
A cancelled California limited partnership was subject to the 2008 LP Act (1) if the limited
partnership was formed on or after January 1, 2008; or (2) if the limited partnership was formed prior to
January 1, 2008, and elected to be governed by the 2008 LP Act prior to or at the time of cancellation pursuant to
Section 15902.03.
Fees: The fee for filing Form LP-7 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
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.
Additional Requirement: Form LP-7 must be accompanied by written confirmation from the California Franchise
Tax Board (FTB) that confirms: (1) that all taxes, fees, penalties and interest have been paid to the FTB; and (2)
that all required tax returns have been filed by the LP, including returns for each year between the cancellation and
the revival of the LP. (Section 15902.09(a).) For information about the required letter, go to
https://
or call FTB at (916) 845-7165.
Complete the Certificate of Revival (Form LP-7) as follows:
Item 1.
Enter the original file number issued to the limited partnership by the California Secretary of State.
Item 2.
Enter the date the initial Certificate of Limited Partnership was filed with the California Secretary of
State. Enter the date as mm/dd/yyyy.
Item 3.
Enter the name of the limited partnership exactly as it was of record with the California Secretary of
State at the time the Certificate of Limited Partnership was cancelled.
LP-7 INSTRUCTIONS (REV 01/2013)
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