Limited Partnerships

ORS 70.355
Registration of foreign limited partnership

  • rules


(1)

Before transacting business in this state, a foreign limited partnership shall register with the Secretary of State. In order to register, a foreign limited partnership shall submit for filing to the office of Secretary of State an application for registration as a foreign limited partnership. The application must be signed by a general partner and must set forth the following:

(a)

The name of the foreign limited partnership.

(b)

The jurisdiction and the date of formation of the foreign limited partnership.

(c)

The foreign limited partnership’s registry number in the state or country under whose law the foreign limited partnership is registered.

(d)

The name and street address of the initial registered agent which the foreign limited partnership and all general partners of the foreign limited partnership are required to maintain in this state under ORS 70.025 (Registered agent).

(e)

A mailing address to which the Secretary of State may mail notices required by this chapter.

(f)

The address of the office where the records listed in ORS 70.050 (Records required in office in state) are maintained together with an undertaking by the foreign limited partnership to keep these records until the foreign limited partnership’s registration in this state is canceled.

(g)

The name and business address of each general partner.

(h)

Any additional identifying information that the Secretary of State may require by rule.

(2)

A person who signs the application for registration as a foreign limited partnership as an agent or fiduciary need not exhibit evidence of such authority as a prerequisite to filing.

(3)

A general partner’s executing the application for registration as a foreign limited partnership constitutes an affirmation under the applicable penalties of false swearing or perjury that the facts stated in the application are true.

(4)

(a) Except as provided in paragraph (b) of this subsection, the foreign limited partnership shall deliver with the completed application a certificate of existence or a similar document that is current within 60 days of the date of delivery. The certificate or document must be authenticated by the official having custody of limited partnership records in the state or country under whose law the partnership is organized.

(b)

A foreign limited partnership need not submit a certificate of existence or document in accordance with paragraph (a) of this subsection if the official who has custody of limited partnership records in the state or country under whose law the limited partnership is registered provides free access via the Internet to a searchable database that contains evidence of limited partnership registrations. [1985 c.677 §50; 1987 c.543 §28; 1991 c.132 §9; 1995 c.215 §19; 1999 c.486 §16; 2011 c.147 §21]

Source

Last accessed
Jun. 26, 2021