Application For Registration Of Foreign Limited Partnership {LPA-73.54}

COMMONWEALTH OF VIRGINIA STATE CORPORATION COMMISSION LPA-73.54 (07/05) APPLICATION FOR REGISTRATION OF FOREIGN LIMITED PARTNERSHIP The undersigned foreign limited partnership, for the purpose of registering to transact business in the Commonwealth of Virginia pursuant to the provisions of 50-73.54 of the Code of Virginia, hereby states: 1. The name of the foreign limited partnership is (include, if required, any for use in Virginia name in parentheses): ________________________________________________________________________ ___________ ________________________________________________________________________ ___________. 2. The limited partnership was formed under the laws of ___________________ _____________________ (state or country) on ___________________________________. (date of formation) 3. (Mark if applicable:) The limited partnership was previously authorized or registered with the Commission to transact business in Virginia as a foreign business entity. (See instructions.) Set forth the additional required information on an attachment. 4. A. The VIRGINIA registered agents name is _________________________ ______________________. B. The registered agent is (mark appropriate box): (1)an INDIVIDUAL who is a resident of Virginia and a general partner of the limited partnership. an officer or director of a corporation that is a general partner of the limited partnership. a general partner of a general partner of the limited partnership. a member or manager of a limited liability company that is a general partner of the limited partnership. a trustee of a trust that is a general partner of the limited partnership. 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 limited partnerships VIRGINIA registered office address, including the street and number, if any, which is identical to the business office of the registered agent, is _____________________________________________________________, VA __ ________________, (number/street) (city or town) (zip) which is physically located in the county or city of _______________________________________. 6. The name, post office address, including the street and number, if any, and SCC ID # (if assigned) of each general partner are: ________________________________________________________________________ ____________ (name and SCC ID #, if assigned) (state of formation (optional)) ________________________________________________________________________ ____________ (number/street) (city or town) (state) (zip) ________________________________________________________________________ ____________ (name and SCC ID #, if assigned) (state of formation (optional)) ________________________________________________________________________ ____________ (number/street) (city or town) (state) (zip) Check and complete if applicable: The following general partners are serving, without more, as a general partner of the limited partnership and do not otherwise transact business in Virginia. See 13.1-757, 13.1-1059 and/or 50-73.61 of the Code of Virginia. ________________________________________________________________________ ____________ 7. The Clerk of the Commission is irrevocably appointed as the agent of the limited partnership for service of process if no registered agent has been appointed under 50-73.4 of the Code of Virginia or, if appointed, the registered agents authority has been revoked or if the registered agent either has resigned or cannot be found or served with the exercise of reasonable diligence. [OVER] American LegalNet, Inc. www.USCourtForms.com<<<<<<<<<********>>>>>>>>>>>>> 2 8. The post office address, including the street and number, if any, of the foreign limited partnerships principal office is ________________________________________________________________________ ___________. (number/street) (city or town) (state) (zip) 9. The post office address, including the street and number , if any, of the specified office of the foreign limited partnership required to be maintained by 50-73.4, at which a list of the names, addresses and capital contributions of the limited partners will be kept until the cancellation or withdrawal of the foreign limited partnerships registration in Virginia is ________________________________________________________________________ ___________. (number/street) (city or town) (state) (zip) 10. An authenticated copy of the applicants certificate of limited partnership and other constituent documents are submitted herewith. (See instructions.) 11. The undersigned general partner of the limited partnership declares that the foregoing is true to the best of his/her knowledge, information and belief. ________________________________________________________________________ ___________ (signature of general partner) (title) ________________________________________________________________________ ___________ (printed name of general partner) (date) (telephone number (optional)) INSTRUCTIONS Section 50-73.17 of the Code of Virginia requires that this application be in the English language, typewritten or printed in black, legible andreproducible. 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.scc.virginia.gov/division/clk/fee_bus.htm . The limited partnerships name must be set forth in paragraph 1 exactly as it appears in its certificate of limited partnership, as amended,without alteration or abbreviation. If the name of the limited partnership does not contain the words "limited partnership" or "a limitedpartnership" or the abbreviation "L.P." or LP, the limited partnership must add one of the foregoing to its name for use in Virginia. If thelimited partnerships real name is unavailable, it must adopt a designated name for use in Virginia. State the for use in Virginia name inparentheses on the first line of the application, following the limited partnerships real name. See 50-73.54 and 50-73.56 of the Code ofVirginia. To check the availability of a limited partnership name, please contact the Clerks Office Call Center at (804) 371-9733 or toll-free inVirginia at (866) 722-2551. If the limited partnership was previously authorized or registered to transact business in Virginia as a foreign corporation, limited liabilitycompan