950 CMR, § 111.05

Current through Register 1533, October 25, 2024
Section 111.05 - Registered Foreign Limited Liability Partnership
(1) Foreign Registered Limited Liability Partnerships may do business in the Commonwealth and shall be required to register with the Division in the same manner as a registered limited liability partnership.
(2) In order to register a Registered Foreign Limited Liability Partnership shall file a registration executed by one or more partners and authorized by a majority of partners. The registration shall set forth in the order herein:
(a) the federal employer identification number of the partnership;
(b) the name of the partnership;
(c) the state under which it is formed and registered;
(d) the street address of its principal office;
(e) a brief statement of the business in which the partnership is engaged; and if the partnership is to render professional service in the Commonwealth, the information required by 950 CMR 111.04(2)(d), (e), and (f); and
(f) the name and street address of its resident agent in the Commonwealth. The registration, in addition, may include:
(g) the name and business address, if different from the principal office location, of each partner authorized to execute, acknowledge, deliver and record any recordable instrument purporting to affect any interest in real property.

In the case of a partnership which renders professional services in the Commonwealth, the registration must be accompanied by a certificate of the appropriate regulating board or boards indicating that each partner who renders a professional service on behalf of the partnership in the Commonwealth at the time of filing is duly licensed to render such service.

(3) The status of the Registered Foreign Limited Liability Partnership is effective upon the filing of the registration and payment of the required fee. The fee for filing a certificate of registration is $500.00.
(4) Every Registered Foreign Limited Liability Partnership shall renew its registration by filing an annual report on or before the last day of February of each year. The report shall include all information required or allowed in the registration, be signed by at least one partner and be accompanied by the required fee. In the case of a partnership which renders professional services in the Commonwealth, the annual report must contain a certification that each partner who renders a professional service in the Commonwealth at the time of filing is duly licensed to render such service. The fee for filing an annual report is $500.00.
(5) A registered foreign limited liability partnership may amend its registration by filing a certificate of amendment. The certificate of amendment shall be signed by at least one partner and set forth in the order provided herein:
(a) its federal employer identification number;
(b) the name of the limited liability partnership;
(c) the date of filing of the original registration;
(d) the name and business address, if different from the principal office location, of each partner authorized to execute, acknowledge, deliver and record any recordable instrument purporting to affect any interest in real property, if any; and
(e) the amendment.

The amendment is effective upon filing the certificate of amendment and payment of the required fee. The fee for filing the certificate of amendment is $100.00.

950 CMR, § 111.05