Enlarge image | Telephone: 614.466.3910 Toll-free: 877.767.3453 OhioSoS.gov | business@OhioSoS.gov File online or for more information: OhioBusinessCentral.gov Return Documents To: Name (Individual or Business Name): Email Address (Required): To the Attention of (If Necessary): Address: City: State ZIP Code: Phone Number: SERVICE TYPE - Check only ONE item below. Expedited Fees are IN ADDITION to the filing fee on the form. Failure to include the expedite fee or indicate a selection will result in regular service. Regular Service · No Expedite Fee. · Processing Time: 3-7 business days. Expedite Service 1 · Fee: $100 · Processing Time: 2 business days after receipt. Expedite Service 2 · Fee: $200 · Processing Time: 1 business day after receipt. Expedite Service 3 (in-person delivery is required) · Fee: $300 · Processing Time: 4 hours if received by 1:00 p.m. If received after 1:00 p.m., documents will be processed by noon the following business day. Preclearance Filing · Fee: $50 · Processing Time: 1-2 business days after receipt. Form 531B Page 1 of 6 Last Revised: 10/2024 |
Enlarge image | Form 531B Prescribed by: INSTRUCTIONS MAIL TO · Include the filing fee. Regular Service: · Make check or money order payable to P.O. Box 670 Ohio Secretary of State. Columbus, OH 43216 · Print on single-sided 8 ½ x 11 paper. OR · Double sided paper will be rejected. Expedite Service: · Information must be typed. P.O. Box 1390 · Illegible forms will be rejected Columbus, OH 43216 For screen readers, follow instructions located at this path. Certificate of Foreign Limited Partnership Filing Fee: $99 (104-LPF) Form Must Be Typed Name of limited partnership in jurisdiction of formation Name under which the foreign limited partnership desires to transact business in Ohio (if different from its jurisdiction of formation) Name must include one of the following words or abbreviations: "Limited Partnership," "L.P.," "Limited," or "Ltd." Jurisdiction of Formation Date of Formation Address of the office required to be maintained in the jurisdiction of formation by the laws of that jurisdiction or, if not so required, of the principal office of the foreign limited partnership. Mailing Address City State ZIP Code Name and Address of Each General Partner Name Business or Residential Address Form 531B Page 2 of 6 Last Revised: 10/2024 |
Enlarge image | Original Appointment of Statutory Agent The undersigned authorized representative(s) of (Name of Foreign Limited Partnership) hereby appoint the following to be Statutory Agent upon whom any process, notice or demand required or permitted by statute to be served upon the limited partnership may be served. The complete address of the agent is: (Name of Statutory Agent) (Agent Address - Post office boxes and CMRAs are NOT allowed. See instructions for details.) OH (City) (State) (ZIP Code) The entity above irrevocably consents to service of process on the agent listed above as long as the authority of the agent continues, and to service of process upon the OHIO SECRETARY OF STATE, if A. an agent is not appointed or B. an agent is appointed but the authority of that agent has been revoked, or C. the agent cannot be found or served after the exercise or reasonable diligence Provide the address of the office where a list of the names and business or residence addresses of the partners of the limited partnership and their capital contributions is to be maintained until the registration of the foreign limited partnership is canceled or withdrawn Mailing Address City State ZIP Code Form 531B Page 3 of 6 Last Revised: 10/2024 |
Enlarge image | By signing and submitting this form to the Ohio Secretary of State, the undersigned hereby certifies that he or she has the requisite authority to execute this document. Required Must be signed by at least one Signature general partner. If general partner is an individual, then they By (if applicable) must sign in the "signature" box and print their name in the "Print Name" box. Print Name If general partner is a business entity, not an individual, then please print the business name in the "signature" box, a general partner of the business entity Signature must sign in the "By" box and print their name in the "Print Name" box. By (if applicable) Print Name Signature By (if applicable) Print Name Signature By Print Name Form 531B Page 4 of 6 Last Revised: 10/2024 |
Enlarge image | Instructions for Certificate of Foreign Limited Partnership This form should be used to register a foreign limited partnership. A foreign limited partnership must register prior to transacting business in Ohio. Name of Partnership The name of the foreign limited partnership can be any name, whether or not it is the name under which it is registered in its jurisdiction of formation, that can be registered by an Ohio limited partnership. Pursuant to Ohio Revised Code §1782.02, the name of a limited partnership must include the word or abbreviation “Limited Partnership,” “L.P.,” “Limited,” or “Ltd.” The name must not contain the name of a limited partner unless the name is also the name of a general partner or the business of the limited partnership was carried on under that name prior to the admission of that limited partner. The name must be distinguishable upon the records in the office of the secretary of state. See our Name Availability Guide at www.OhioSecretaryofState.gov, for more information regarding name requirements and restrictions. Jurisdiction of Formation Please provide the foreign limited partnership's jurisdiction of formation and the date of its formation in that jurisdiction. Also, provide the address of the office required to be maintained in the limited partnership's jurisdiction of formation by the laws of that jurisdiction. If no such address is required, provide the address of the foreign limited partnership's principal office. Name and Address of General Partners Please provide the name and business or residence address of each general partner. Note: If the general partner is a foreign entity, the entity must be registered/licensed in Ohio, pursuant to Ohio Attorney General Opinion 89-081. Appointment of Agent - O.R.C. 1782.49 Ohio business entities and foreign business entities that are registered or licensed in Ohio must appoint and maintain a statutory agent to accept service of process. The statutory agent must be one of the following: (1) A natural person residing in Ohio; or (2) a domestic or foreign business entity with an Ohio address. Statutory Agent Address Requirements A statutory agent address may either be the primary residence address of the agent or the usual place of business address. The statutory agent address must be an Ohio address. Statutory Agent Address Prohibitions Post Office (P.O.) boxes are NOT allowed. Exception: If a Post Office Box and Rural Route Number are both provided, the address is allowed. Commercial Mail Receiving Agency (CMRA) addresses are NOT allowed. A CMRA is a private business that rents private mailboxes to customers. By filing this form, a limited partnership agrees to the statements on the certificate which state that the secretary of state is the appointed agent of the foreign limited partnership for service of process if (1) the agent has not been appointed; (2) an agent is appointed, the agent's authority has been revoked; or (3) the agent is not found or served after the exercise of reasonable diligence. Form 531B Page 5 of 6 Last Revised: 10/2024 |
Enlarge image | Additional Provisions If the information you wish to provide for the record does not fit on the form, please attach additional provisions on a single-sided, 8 ½ x 11 sheet(s) of paper. Signature(s) After completing all information on the filing form, please make sure that the form is signed by at least one general partner. **Note: Our office cannot file or record a document that contains a social security number or tax identification number. Please do not enter a social security number or tax identification number, in any format, on this form. Form 531B Page 6 of 6 Last Revised: 10/2024 |