Form LLP-03, Certificate of Amendment (Registered Limited Liability Partnership), is the North Carolina Department of the Secretary of State form a registered limited liability partnership (LLP) files to amend its registration. One or more partners execute it, and it cites §59-84.2(h) or § 59-91(j) of the General Statutes of North Carolina, as applicable. On this page you can fill out the form online on FillingPDF and download or print the completed PDF; the filing itself is made with the Secretary of State.
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What is LLP-03?
Form LLP-03, Certificate of Amendment (Registered Limited Liability Partnership), is the North Carolina Department of the Secretary of State form a registered limited liability partnership (LLP) uses to change what its application for registration says.
The form is submitted under §59-84.2(h) or § 59-91(j) of the General Statutes of North Carolina, as applicable, and states that its purpose is amending the partnership's registration as a Registered Limited Liability Partnership. It has four numbered items: the partnership's name as shown on the application for registration, the filing date of that application, the text of the amendment, and the effective date of the amendment. It closes with a date line and a signature block for a partner.
If the certificate is properly completed, the Secretary of State files it and returns a conformed copy stamped with the effective date of filing.
The Secretary of State's forms list describes LLP-03 as the form used to amend the Certificate of Registration of an LLP. Other entity types have their own amendment forms, such as L-17 for the articles of organization of an LLC, LP-02 for a domestic limited partnership and LLLP-02 for an LLLP. The same list describes Form BE-02 as the form used to correct statements or minor errors in a document previously filed. LLP-03 is not the form for registering a domestic LLP (LLP-01) or cancelling a registration (LLP-04).
Who needs to file LLP-03?
A registered limited liability partnership that wants to amend its registration files Form LLP-03. The form must be executed by one or more partners, so the signature block is for a partner, with the name and title typed or printed beneath it.
The certificate is built for a partnership whose application for registration is already on file, because items 1 and 2 ask for the name on that application and its filing date.
Do not use this form for other types of entities. The Secretary of State's forms list gives separate amendment forms for limited liability companies (L-17), domestic limited partnerships (LP-02), foreign limited partnerships (LP-05), LLLPs (LLLP-02) and nonprofit corporations (N-02). Minor errors in a previously filed document are handled on Form BE-02, according to the same list.
The form names no one other than a partner who may execute it, and it prints no rule for signing by a representative.
When to file LLP-03
File Form LLP-03 when the partnership wants to amend its registration as a Registered Limited Liability Partnership; the form prints no due date of its own. The amendment takes effect on filing unless you enter a date and/or time on item 4, so decide whether you want a later effective date before you sign. The certificate also carries a date line ("This the ___ day of , 20"), which you complete when it is executed. The form and its instructions give no processing time. When the certificate is properly completed, the Secretary of State files it and returns a conformed copy stamped with the effective date of filing.
How to fill out LLP-03
Enter the partnership name
On item 1, type the name of the partnership as reflected on the application for registration. Use that name, not a new one.
Give the registration filing date
On item 2, enter the date of filing of the application for registration to be amended.
Write the amendment
On item 3, state how the application for registration is amended, covering each change you are making.
Choose the effective date
On item 4, leave the line blank if the amendment should be effective upon filing. Enter a date and/or time only if you want a later one.
Date the certificate
Complete the line "This the ___ day of , 20" with the day, month and year of execution.
Sign and add name and title
A partner signs on the signature line. Under it, type or print the signer's name and title.
Review and download the PDF
Check items 1 through 4 and the signature block. Download or print the completed PDF from FillingPDF, then sign the original and mail it as described under How to submit.
How to submit LLP-03
The instructions for Form LLP-03 name one channel: filing the original by mail with the Secretary of State.
- By mail: send the original executed Certificate of Amendment to the Department of the Secretary of State, Post Office Box 29622, Raleigh, North Carolina 27626-0622. The footer of the form prints the ZIP code with an extra digit; use 27626-0622 as the instructions give it.
- Fee: a filing fee applies and is printed in the notes on the form. Confirm the current amount with the Secretary of State.
- After filing: if the certificate is properly completed, the Secretary of State files it and returns a conformed copy stamped with the effective date of filing.
The form lists no portal, in-person option or appointment rule. FillingPDF lets you fill out and download the PDF; submission follows the channels above.
Common mistakes to avoid
- Filing a photocopy: the instructions call for the original executed Certificate of Amendment.
- Having someone other than a partner execute the certificate; the instructions say one or more partners must execute it.
- Entering the partnership's current name on item 1 instead of its name as reflected on the application for registration.
- Leaving item 2 blank instead of giving the filing date of the application for registration being amended.
- Copying the ZIP code printed in the form's footer (27626-06222) instead of 27626-0622 from the instructions.
- Entering a date or time on item 4 when you want the amendment effective upon filing; any date or time you enter replaces that default.
- Signing without typing or printing your name and title under the signature line.
- Using Form LLP-03 for another entity type, such as an LLC or limited partnership, which have their own amendment forms.
Frequently asked questions
What is Form LLP-03, Certificate of Amendment for an LLP?
Form LLP-03 is the North Carolina Department of the Secretary of State certificate used to amend a registered limited liability partnership's registration. It identifies the partnership and its original application for registration, states the amendment and sets an effective date.
Who can sign the Certificate of Amendment for a North Carolina LLP?
One or more partners. The instructions say the certificate must be executed by one or more partners, and the form asks for the signer's name and title typed or printed under the signature. It prints no rule for representatives signing.
Where do I mail the LLP-03 Certificate of Amendment?
Mail the original executed certificate to the Department of the Secretary of State, Post Office Box 29622, Raleigh, North Carolina 27626-0622. The instructions give this address; the form names no other filing channel.
Is there a filing fee for Form LLP-03?
Yes, a filing fee applies and is printed in the notes on the form. Confirm the current amount with the Secretary of State before you file.
When does a certificate of amendment for an LLP take effect?
It takes effect upon filing unless you specify a date and/or time on item 4. If you enter one, that date or time is the effective date shown on the form.
What do I get back after filing Form LLP-03?
If the certificate is properly completed, the Secretary of State files it and returns a conformed copy stamped with the effective date of filing.
Can I fill out Form LLP-03 online?
You can fill out the PDF online on FillingPDF and download or print it. FillingPDF is an independent service and does not file the certificate; you mail the signed original to the Secretary of State.
What is the difference between Form LLP-03 and Form BE-02?
LLP-03 amends an LLP's registration. The Secretary of State's forms list describes BE-02 as the form used to correct statements or minor errors in a document that was previously filed.
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