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PROCEDURES FOR AUTHORIZING

A FOREIGN LIMITED PARTNERSHIP IN OKLAHOMA

This information is intended as an aid to authorizing a foreign limited partnership to transact business in the state

of Oklahoma pursuant to the provisions of Title 54, Section 501-901A of the Oklahoma Statutes. PLEASE CONSULT

THE STATUTES CAREFULLY.

The Uniform Limited Partnership Act of 2010 applies to all limited partnerships except those expressly excluded

(see reverse side of instruction sheet) and those for which special statutes are in existence with which the provisions of

Title 54 may conflict.

FILING PROCEDURES:

1. Prepare and file with the Secretary of State one (1) signed copy of the certificate of authority.

Attach a Certificate of Good Standing or Existence or a record of similar import signed by the Secretary of State or other

official having custody of the foreign limited partnership’s publicly filed records in the state or other jurisdiction under whose

law the foreign limited partnership is organized.

2. Pay to the Secretary of State a filing fee of Three Hundred Dollars ($300.00). (Title 54, Section 500-206A)

3. Make checks, cashier’s checks, or money orders payable to the Oklahoma Secretary of State. Instruments

may be mailed, delivered in person, filed on-line at , or faxed to (405) 521-3771. The address of

the Secretary of State is 2300 N. Lincoln Blvd., Room 101, State Capitol Building, Oklahoma City,

Oklahoma 73105-4897. If delivered in person, there will be an additional Twenty-five Dollar ($25.00) fee for

each document filed same day. The Secretary of State accepts Visa, Discover, MasterCard, or American Express

if filing in person, on-line, or by fax; however, there will be a four percent (4%) service charge added for the use

of a credit card. (Title 18, Section 1142)

If filed by fax, a cover letter with the following information must be attached: the credit card number, the expiration date, the

name on the card, the dollar ($) amount you authorize this office to charge, and a return address

INSTRUCTIONS FOR PREPARING THE CERTIFICATE OF AUTHORITY:

1. The foreign limited partnership must indicate whether or not it is a limited liability limited partnership.

2. A) NAME OF LIMITED PARTNERSHIP – The name of the foreign limited partnership MUST contain the

phrase “limited partnership” or the abbreviations “LP” or “L.P” and may not contain the phrase “limited

liability limited partnership” or the abbreviation “LLLP” or “L.L.L.P.”

B) NAME OF LIMITED LIABILITY LIMITED PARTNERSHIP – The name of the foreign limited liability

limited partnership must contain the phrase “limited liability limited partnership” or the abbreviation “LLLP”

or “L.L.L.P.” and must not contain the abbreviation “L.P.” or “LP”.

The name shall be such as to distinguish it upon the records in the office of the Secretary of State from the names of: (1)

corporations, both domestic and foreign, then existing or which have existed at any time during the preceding three (3) years;

or (2) then existing domestic and foreign limited partnerships; or (3) then existing domestic and foreign limited liability

companies; or (4) trade names or fictitious names; or (5) corporate, limited partnership or limited liability company names

reserved with the Secretary of State. (Title 54, Section 108A)

The AVAILABILITY of a name can be checked in advance by telephoning the Secretary of State at (405) 522-2520,

checking on-line at , or by coming in person. Prior to organizing a limited partnership, a name may be

reserved for a period of sixty (60) days by filing a Name Reservation application and paying a fee of Ten Dollars ($10.00).

(Title 54, Section 500-109A)

3. STATE – Indicate the name of the state, country, or jurisdiction where the foreign limited partnership was

originally organized.

4. PRINCIPAL OFFICE – The street and mailing address of the principal executive office of the foreign limited

partnership, wherever located.

(SOS FORM 0037-07/12)

Sos Form 0037 - Procedures For Authorizing A Foreign Limited Partnership In Oklahoma 2012

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