§ 3293. Annual report
(a) A limited liability partnership, and a foreign limited liability partnership authorized to transact business in this State, shall file an annual report in the Office of the Secretary of State which contains:
(1) the name of the limited liability partnership and the state or other jurisdiction under whose laws the foreign limited liability partnership is formed;
(2) the street address of the partnership’s principal office and, if different, the street address of an office in this State, if any; and
(3) if the partnership does not have an office in this State, the name and street address of the partnership’s designated agent for service of process.
(b) An annual report must be filed between January 1 and April 1 of each year following the calendar year in which a partnership files a statement of qualification or a foreign partnership becomes authorized to transact business in this State.
(c) The Secretary of State may revoke the statement of qualification of a partnership that fails to file an annual report when due or pay the required filing fee. To do so, the Secretary of State shall provide the partnership at least 60 days’ written notice of intent to revoke the statement. The notice must be mailed to the partnership at its designated office set forth in the last filed statement of qualification or annual report. The notice must specify the annual report that has not been filed, the fee that has not been paid, and the effective date of the revocation. The revocation is not effective if the annual report is filed and the fee is paid before the effective date of the revocation.
(d) A revocation under subsection (c) of this section only affects a partnership’s status as a limited liability partnership and is not an event of dissolution of the partnership.
(e) A partnership whose statement of qualification has been revoked may apply to the Secretary of State for reinstatement within two years after the effective date of the revocation. The application must state:
(1) the name of the partnership and the effective date of the revocation; and
(2) that the ground for revocation either did not exist or has been corrected.
(f) A reinstatement under subsection (e) of this section relates back to and takes effect as of the effective date of the revocation, and the partnership’s status as a limited liability partnership continues as if the revocation had never occurred. (Added 1997, No. 149 (Adj. Sess.), § 1, eff. Jan. 1, 1999.)
Structure Vermont Statutes
Title 11 - Corporations, Partnerships and Associations
§ 3203. Effect of partnership agreement; nonwaivable provisions
§ 3204. Supplemental principles of law
§ 3205. Execution, filing, and recording of statements
§ 3207. Partnership subject to amendment or repeal of chapter
§ 3212. Formation of partnership
§ 3214. When property is partnership property
§ 3221. Partner agent of partnership
§ 3222. Transfer of partnership property
§ 3223. Statement of partnership authority
§ 3225. Partnership liable for partner’s actionable conduct
§ 3227. Actions by and against partnership and partners
§ 3228. Liability of purported partner
§ 3231. Partner’s rights and duties
§ 3233. Partner’s rights and duties with respect to information
§ 3234. General standards of partner’s conduct
§ 3235. Actions by partnership and partners
§ 3236. Continuation of partnership beyond definite term or particular undertaking
§ 3241. Partner not co-owner of partnership property
§ 3242. Partner’s transferable interest in partnership
§ 3243. Transfer of partner’s transferable interest
§ 3244. Partner’s transferable interest subject to charging order
§ 3251. Events causing partner’s dissociation
§ 3252. Partner’s power to dissociate; wrongful dissociation
§ 3253. Effect of partner’s dissociation
§ 3261. Purchase of dissociated partner’s interest
§ 3262. Dissociated partner’s power to bind and liability to partnership
§ 3263. Dissociated partner’s liability to other persons
§ 3264. Statement of dissociation
§ 3265. Continued use of partnership name
§ 3271. Events causing dissolution and winding up of partnership business
§ 3272. Partnership continues after dissolution
§ 3273. Right to wind up partnership business
§ 3274. Partner’s power to bind partnership after dissolution
§ 3275. Statement of dissolution
§ 3276. Partner’s liability to other partners after dissolution
§ 3277. Settlement of accounts and contributions among partners
§ 3282. Conversion of partnership to limited partnership
§ 3283. Conversion of limited partnership to partnership
§ 3284. Effect of conversion; entity unchanged
§ 3285. Merger of partnerships
§ 3291. Statement of qualification
§ 3301. Law governing foreign limited liability partnership
§ 3302. Statement of foreign qualification
§ 3303. Effect of failure to qualify
§ 3304. Activities not constituting transacting business
§ 3305. Action by Attorney General