Limited Liability Partnerships in Virginia
In Virginia, a limited liability partnership is referred to as a registered limited liability partnership. Creating a registered limited liability partnership occurs when an existing general partnership or limited partnership files the appropriate document with the Virginia state corporation commission. Registering as a limited liability partnership in Virginia does not change the structure and operation of a partnership, or limited partnership.
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Significance
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Registered limited liability partnerships in Virginia retain the operational simplicity of a partnership, while adding limited liability protection for the partners of the business. In a Virginia RLLP, the partners of the company do not have liability for the negligence acts and omissions of the company's other partners. If a partner gets sued for malpractice, other partners of the business do not have a personal obligation to pay anything, nor can their personal assets get taken to compensate for another partner's malpractice. However, partners of a Virginia RLLP do have a personal obligation if they get sued for malpractice. Furthermore, a partner has liability for negligent acts committed by employees of the business, when the act occurs under the partner's supervision or instruction.
Registration
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General partnerships and limited partnerships in Virginia create an RLLP by filing a statement of registration as a Virginia registered limited liability partnership, also known as Form UPA-132. The Virginia state corporation commission website provides business owners with a fill-in-the-blank document that you can print and complete. You need to provide information, such as the name of the partnership and the identification number assigned to the existing partnership by the Virginia state corporation commission. The name and address of a registered agent must appear on the form, since the registered agent address indicates where the company's legal documents get sent. Two partners must sign and date the application. As of 2011, a $100 fee must accompany the statement of registration as a Virginia registered limited liability partnership.
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Insurance
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Every Virginia RLLP has a requirement to provide the state with proof of insurance. The company must acquire at least $100,000 of errors and omission insurance to cover liabilities that may arise while operating the company. In lieu of getting errors and omission insurance, Virginia RLLPs can establish an escrow account with $100,000 to cover future obligations or malpractice lawsuits that may occur. The existing partnership or limited partnership cannot register as an RLLP in Virginia without the proper amount of insurance.
Cancellation
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An RLLP in Virginia can cancel its status by filing a statement of cancellation of registration as a Virginia registered limited liability partnership, also known as UPA-137. The Virginia state corporation commission website provides a fill-in-the-blank cancellation form. You have to include information such as the name of the company and the date of the initial registration. All partners must consent to the cancellation and the effective date of the cancellation must get included. As of 2011, it costs $25 to file a statement of cancellation for a Virginia registered limited liability partnership.
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