§ 3411. Certificate of limited partnership
(a) In order to form a limited partnership, a certificate of limited partnership must be executed and filed in the Office of the Secretary of State. The certificate shall set forth:
(1) the name of the limited partnership;
(2) the address of the office and the name and address of the agent for service of process required to be maintained by section 3404 of this title;
(3) the name and the business address of each general partner;
(4) the name and place of residence of each limited partner and the amount of cash and a description of and the agreed value of other property contributed by each limited partner;
(5) the latest date upon which the limited partnership is to dissolve; and
(6) any other matters the general partners determine to include therein.
(b) A limited partnership is formed at the time of the filing of the certificate of limited partnership in the Office of the Secretary of State or at any later time specified in the certificate of limited partnership if, in either case, there has been substantial compliance with the requirements of this section. (Added 1997, No. 149 (Adj. Sess.), § 4, eff. Jan. 1, 1999.)
Structure Vermont Statutes
Title 11 - Corporations, Partnerships and Associations
Chapter 23 - Limited Partnerships
§ 3404. Specified office and agent
§ 3407. Business transactions of partner with partnership
§ 3411. Certificate of limited partnership
§ 3412. Amendment to certificate
§ 3413. Cancellation of certificate
§ 3414. Execution of certificates
§ 3415. Execution by judicial act
§ 3416. Filing in Office of Secretary of State
§ 3417. Liability for false statement in certificate
§ 3419. Delivery of certificates to limited partners
§ 3421. Admission of limited partners
§ 3423. Liability to third parties
§ 3424. Person erroneously believing himself or herself limited partner
§ 3431. Admission of additional general partners
§ 3433. General powers and liabilities
§ 3434. Contributions by general partner
§ 3442. Liability for contribution
§ 3443. Sharing of profits and losses
§ 3444. Sharing of distributions
§ 3452. Withdrawal of general partner
§ 3453. Withdrawal of limited partner
§ 3454. Distribution upon withdrawal
§ 3457. Limitations on distribution
§ 3458. Liability upon return of contribution
§ 3461. Nature of partnership interest
§ 3462. Assignment of partnership interest
§ 3464. Right of assignee to become limited partner
§ 3465. Power of estate of deceased or partner who is incompetent
§ 3471. Nonjudicial dissolution
§ 3474. Distribution of assets
§ 3483. Issuance of registration
§ 3485. Changes and amendments
§ 3486. Cancellation of registration
§ 3487. Transaction of business without registration
§ 3488. Action by Attorney General
§ 3501. Construction and application