Form DLLP-2, Statement of Amendment/Cancellation of Qualification for Domestic Limited Liability Partnership – Washington, DC

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Form DLLP-2, Statement of Amendment/Cancellation of Qualification for Domestic Limited Liability Partnership – Washington, DC

Form DLLP-2 is the DC Department of Licensing and Consumer Protection (DLCP) Corporations Division statement used to amend, record a partner's dissociation from, or cancel a domestic LLP's qualification. Fill it out online and download the PDF.
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Form DLLP-2 is the statement the District of Columbia Corporations Division, part of the Department of Licensing and Consumer Protection (DLCP), uses to amend a limited liability partnership's original statement of qualification, record a partner's dissociation, or cancel the partnership. It does not touch a DC business license: the form states that a cancellation has no effect on licensing or tax obligations. On FillingPDF you can fill out the form online and download or print the completed PDF; the DLCP publishes the original and receives the filing through its own channels.

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What is DLLP-2?

Form DLLP-2, Statement of Amendment/Cancellation of Qualification for Domestic Limited Liability Partnership, is the District of Columbia Corporations Division form used to amend a limited liability partnership's original statement of qualification, file a statement of dissociation of a partner, or cancel the partnership's existence.

By signing it, the partnership applies under Title 29 of the D.C. Code (Business Organizations Act) for a Certificate of Amendment or a Certificate of Cancellation. The entity type and authority printed on the form are Domestic Limited Liability Partnership, § 29–610.01.

The form has seven numbered items: the partnership's name (1), the street address of its principal office (2), the action selected (3), the text of each amendment (4), the cancellation statement (5), the effective date (6) and the name and signature of the Governor or Authorized Person (7 and 7A). A dissociating partner selects Amendment in item 3 and states the partner's name and the dissociation in item 4.

The form warns that a cancellation has no effect on an entity's licensing or tax obligations. The organization remains responsible for compliance in those areas.

Who needs to file DLLP-2?

A domestic limited liability partnership in the District of Columbia uses Form DLLP-2 when it wants to change its original statement of qualification or end its existence as an LLP.

  • Partnerships amending their statement of qualification: select Amendment in item 3 and give the text of each amendment adopted in item 4.
  • Partnerships cancelling: select Cancellation in item 3. Item 5 then states that the limited liability partnership is cancelling its statement of qualification.
  • A dissociating partner: the form says to select Amendment and to state the partner's name and the dissociation in item 4.

The form is signed by the Governor or Authorized Person named in item 7, who signs in item 7A. Signing means agreeing that anyone who makes a false statement can face criminal penalties under DCOC § 22-2405.

Cancelling does not end licensing or tax obligations. An entity that holds a DC business license or owes taxes stays responsible for compliance in those areas, according to the form.

When to file DLLP-2

File Form DLLP-2 when the partnership has an amendment to its original statement of qualification, a partner dissociates, or the partnership decides to cancel its statement of qualification. The form prints no separate due date.

Item 6, Effective date, is where you enter the date the amendment or cancellation is to take effect.

Before you cancel, remember that the form states a cancellation has no effect on licensing and tax obligations. Those obligations remain the organization's responsibility. For questions about timing, the Corporations Division lists (202) 442-4432.

Documents you need

  • The text of each amendment adopted, if it does not fit on the form: item 4 says you may attach the statement instead of writing it in the space.

How to fill out DLLP-2

  1. Enter the partnership name

    In item 1, write the name of the partnership.

  2. Enter the principal office address

    In item 2, write the street address of the partnership's principal office.

  3. Select Amendment or Cancellation

    In item 3, mark Amendment or Cancellation. If you are a dissociating partner, mark Amendment.

  4. State the text of each amendment

    In item 4, write the text of each amendment adopted, or attach the statement. For a dissociation, state the partner's name and the dissociation.

  5. Confirm the cancellation statement

    Item 5 applies only if you selected Cancellation: the limited liability partnership is cancelling its statement of qualification.

  6. Enter the effective date

    In item 6, enter the date the amendment or cancellation is to take effect.

  7. Name the Governor or Authorized Person

    In item 7, enter the name of the Governor or Authorized Person who will sign for the partnership.

  8. Sign and date the statement

    The Governor or Authorized Person signs in item 7A, which includes the agreement about false statements under DCOC § 22-2405.

  9. Review and download the completed PDF

    Check that each item matches your selection in item 3, then download or print the completed PDF from FillingPDF and prepare the filing and payment described under How to submit.

How to submit DLLP-2

Form DLLP-2 can be submitted by mail with payment, or online through the DLCP's CorpOnline site, where the form says many corporate filings are available.

  • By mail: send the form and the required payment to Department of Licensing and Consumer Protection, Corporations Division, PO Box 712300, Philadelphia, PA 19171-2300.
  • Online: go to https://corponline.dlcp.dc.gov and sign in with Access DC to proceed. Online filings are paid by credit card.
  • Questions: call the Corporations Division at (202) 442-4432.

A filing fee applies. The form tells you to refer to the Corporate Fee Schedule posted online by the DLCP for the current amount.

FillingPDF lets you fill out and download the PDF; submission follows the channels above.

Common mistakes to avoid

  • Selecting Cancellation when a partner is only leaving; the form says a dissociating partner selects Amendment.
  • Leaving out the dissociating partner's name and the dissociation in item 4 when filing a statement of dissociation.
  • Assuming a cancellation ends licensing or tax obligations; the form states it has no effect on them.
  • Signing the form without the name of the Governor or Authorized Person in item 7, or leaving signature item 7A blank.
  • Mailing the form without the required payment; the instructions say to mail all forms with payment.
  • Sending the mailing to a street address instead of PO Box 712300, Philadelphia, PA 19171-2300.
  • Skipping the effective date in item 6.

Frequently asked questions

What is Form DLLP-2 used for?

Form DLLP-2 is the DC Corporations Division statement used to amend a domestic limited liability partnership's original statement of qualification, file a partner's dissociation, or cancel the partnership. It applies for a Certificate of Amendment or Certificate of Cancellation.

Does cancelling my LLP cancel my DC business license?

No. The form states that a cancellation has no effect on an entity's licensing or tax obligations. The organization remains responsible for compliance in those areas, so a DC business license or tax account is not closed by filing DLLP-2.

How does a partner dissociate on Form DLLP-2?

A dissociating partner selects Amendment in item 3, not Cancellation. In item 4 you state the partner's name and the dissociation. The form is then signed by the Governor or Authorized Person in item 7A.

Where do I mail Form DLLP-2?

Mail the form and the required payment to Department of Licensing and Consumer Protection, Corporations Division, PO Box 712300, Philadelphia, PA 19171-2300. The Corporations Division phone number on the form is (202) 442-4432.

Can I file Form DLLP-2 online?

The form says many corporate filings are available online through the DLCP's CorpOnline site at https://corponline.dlcp.dc.gov, where you sign in with Access DC and pay by credit card. Check CorpOnline to see whether your filing is offered there.

Is there a fee to file Form DLLP-2?

Yes, a filing fee applies. The form directs you to the Corporate Fee Schedule posted online by the DLCP for the amount. Mailed filings are sent with payment; online filings are paid by credit card.

Can I fill out Form DLLP-2 online on FillingPDF?

Yes, you can fill out the PDF online on FillingPDF and download or print it. FillingPDF is an independent service and does not file the form with the DLCP; you submit it by mail or through CorpOnline.

What happens if I sign with false information?

By signing, you agree that anyone who makes a false statement can be punished by criminal penalties under DCOC § 22-2405, including imprisonment up to 180 days, as the form states. Check every item before the Governor or Authorized Person signs.

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