Statement Of Registration As A Foreign Registered Limited Liability Partnership {UPA-138}

COMMONWEALTH OF VIRGINIA STATE CORPORATION COMMISSION UPA-138 (07/04) STATEMENT OF REGISTRATION AS A FOREIGN REGISTERED LIMITED LIABILITY PARTNERSHIP The undersigned presents this statement for filing pursuant to 50-73.138 of the Code of Virginia. MARK ONE: This statement for registration is for a partners hip OR a limited partnership. 1. The name of the foreign registered limited liability partnership (applicant) that hereby applies for status as a foreign registered limited liability partnership is (include, if required, any for use in Virginia name in parenthesis) ___________________________________________________________________ __. 2. A. The jurisdiction in which the applicant is registered as a limited liability partnership and the laws of which govern the agreement pursuant to which it was formed is ___________________________. (state or country) B. The applicants SCC ID number (if one has been previously issued) is _________________________. C. (Mark if applicable:) The registered limited liability partnership was previously authorized or registered to transact business in Virginia as a foreign business entity. (See instructions.) Set forth the additional required information on an attachment. 3. The principal office address, including the street and number, if any, of the applicant is _________________________________________________________________ _______________________________________ (number/street) _________________________________________________________________ _______________________________________. (city or town) (state) (zip code) 4. A. The name of the applicants Virginia registered agent is ___________________________________________________________ __________________________________________. B. The registered agent is (mark appropriate box): (1) an INDIVIDUAL who is a resident of Virginia and [ ] a general partner of the applicant. [ ] an officer or director of a corporate general partner of the applicant. [ ] a general partner of a general partner of the applicant. [ ] a member or manager of a limited liability company that is a general partner of the applicant. [ ] a trustee of a trust that is a general partner of the applicant. [ ] a member of the Virginia State Bar. OR (2) [ ] a domestic or foreign stock or nonstock corporation, limited liability company, or registered limited liability partnership authorized to transact business in Virginia. 5. The Virginia registered office address, including the street and number, if any, of the applicant, which is the business address of the registered agent, is ________________________________________________________________________ _________________________________ (number/street) ________________________________________________________________________ __ VA ___________________________, (city or town) (zip code) which is located in the [ ] city or [ ] county of _______________________________________________________. 6. A certificate of status from the jurisdiction in which the applicant is registered is submitted herewith. (See instructions.) The undersigned individual(s) personally declare(s) under penalty of perjury that the contents of this statement are accurate. Signatures of at least two partners of a partnership or one or more authorized general partners of a limited partnership: ___________________________ ________________________ _____________ _____ __________ (signature) (printed name) (title) (date) ___________________________ ________________________ _____________ _____ __________ (signature) (printed name) (title) (date) INSTRUCTIONS ON THE REVERSE American LegalNet, Inc. www.USCourtForms.com<<<<<<<<<********>>>>>>>>>>>>> 2 INSTRUCTIONS The statement must be in the English language, typewritten or printed in black, legible and reproducible. See 50-73.83 of the Code of Virginia. The document must be presented on uniformly white, opaque paper, free of visible watermarks and background logos. You can download this form from our website at www.state.va.us/ scc/division/clk/fee_bus.htm . The person who files this statement shall promptly send a copy of the statement to every nonfiling partner and to any other person named as a partner in the statement. See 50-73.83 E of the Code of Virginia. The registering partnerships name must be set forth in paragraph 1 exactly as the name appears in the its certificate of partnership, [(if any) or certificate of limited partnership] as amended, without alteration or abbreviation. If the name of the registering general partnership does not include the words Registered Limited Liability Partnership or Limited Liability Partnership, the abbreviation R.L.L.P. or L.L.P. or the designation RLLP or LLP, the egistering general partnership must r add one of the foregoing to its name for use in Virginia. See 50-73.133 of the Code of Virginia. If the name of the registering limited partnership does not include either (1) (a) the words Limited Partnership, or the abbreviation L.P. or LP and (b) the words Registered Limited Liability Partnership or Limited Liability Partnership, the abbreviation R.L.L.P. or L.L.P. or the designation RLLP or LLP, or (2) the words Registered Limited Liability Limited Partnership or Limited Liability Limited Partnership, the abbreviation R.L.L.L.P. or L.L.L.P. or the designation RLLLP or LLLP, the registering limited partnership must add one of the foregoing to its name for use in Virginia. See 50-73.78 of the Code of Virginia. If the registering partnerships real name is unavailable, it must adopt a designated name for use in Virginia. State the for use in Virginia name in parentheses in paragraph 1 of the application, following the registering partnerships real name. See 50-73.138 of the Code of Virginia. If the registering partnership was previously authorized or registered to transact business in Virginia as a foreign corporation, limited liability company, business trust, limited partnership or registered limited liability partnership, with respect to every such prior authorization or registration, set forth, on an attachment, the name of the entity, the entitys type, the state or other jurisdiction of rporation, organization or formation; incoand the identification number that was issued to the entity by the Commission. A registered limited liability partnership may not serve as its own registered agent. The principal office address and the registered agents business office address must include a street and number, if any. A rural rout