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                                                                               Secretary of State 
                                                                    Business Programs Division 
                                                                               Business Entities 
                                                          1500 11th Street, Sacramento, CA 95814 
                                                     P.O. Box 944260, Sacramento, CA 94244-2600 

              Business Entities Submission Cover Sheet

        For faste stservice, file online at               bizfileOnline.sos.ca.gov. 

Instructions: 

• Complete and include this form with your paper submission. This form will not be made part of
  the filed document.

• Make all checks or money orders payable to the Secretary of State.

• In-person submissions (excluding Statements of Information): $15  special handling fee  . Do not
  include a $15 special handling fee when submitting documents by mail.

• All submissions are reviewed in the date order of receipt , with online submissions given priority.
  For updated processing time information, visit www.sos.ca.gov/business/be/processing-dates.

• To obtain a certified copy,  includ ecertification fees with your submission.

        Note: All correspondence related to your submission will be 
        sent to the name and address on your check or money order.

Contact Person  (Please type or print legibly): 

First Name:                                 Last Name: 

Phone Number:                              Email:

Entity Information (Please type or print legibly): 

Entity Name:  

Entity Number (if applicable): 

Comments: 

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Submission Cover Sheet (REV 03/2024) 



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                Instructions for Completing the Statement of Denial (Form GP-2) 

Legal Authority:  Statutory filing provisions are found in California Corporations Code section 16304.  
All statutory references are to the California Corporations Code, unless otherwise indicated. 

• A Statement of Partnership Authority (Form GP-1) must be filed with the Secretary of State of California
  prior to filing a Statement of Denial (Form GP-2).

• A partner or other person named as a partner in a filed Statement of Partnership Authority (Form GP-1)
  or in a list maintained by an agent pursuant subdivision (b) of Section 16303 may file a Statement of
  Denial (Form GP-2).

• In order for a statement to be effective for real estate transfers, a certified copy of the statement issued
  by the Secretary of State, must be recorded in the office for recording transfers of real property.  (Section
  16105(b).)

Fees: The fee for filing Form GP-2 is $30.00. A non-refundable $15.00 handling fee is applicable for 
processing documents delivered in person (drop off) at the Sacramento office.

Copies:    Upon filing, we will return one (1) plain copy of your filed document for free, and will certify the 
copy upon request and payment of an additional $5 certification fee.  

Complete the Statement of Denial (Form GP-2) as follows: 

Item 1.      Enter the name of the partnership as filed with the Secretary of State of California. 

Item 2.      Enter the entity number issued to the partnership by the Secretary of State of California. 

Item 3.      Enter the fact that is being denied; that may include denial of a person’s authority or status as a 
             partner.  Attach additional pages, if necessary, and indicate the number of pages attached in 
             Item 4.   

Item 4.      Enter the number of pages attached, if any. 

Item 5.      The Statement of Denial (Form GP-2) shall be executed with an original signature. 

Item 6.      Enter the name and mailing address of the person or firm to whom a copy of the filing is to be 
             returned. 

                                                                             2022 California Secretary of State 
GP-2  (REV 03/2022)                                                          bizfileOnline.sos.ca.gov



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                                                    State of California                                   Form GP-2 
                                                          Secretary of State 

                                             STATEMENT OF DENIAL 

                                      A $30.00 filing fee must accompany this form. 
                           IMPORTANT – Read instructions before completing this form. 
1.  NAME OF PARTNERSHIP                                                       2. SECRETARY OF STATE ENTITY NUMBER

3.  FACT DENIED ,WHICH MAY INCLUDE DENIAL OF AUTHORITY OR STATUS AS A PARTNER:

4.  NUMBER OF PAGES ATTACHED ,IF ANY:
5.   I DECLARE UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THIS SPACE FOR FILING USE ONLY
    THE FOREGOING IS TRUE AND CORRECT.
                                                                                       DOCUMENT   #  

    SIGNATURE OF PARTNER                               DATE EXECUTED

    TYPE OR PRINT NAME OF PARTNER                      COUNTY AND STATE EXECUTED

6.  RETURN TO:

    NAME:

    ADDRESS: 

    CITY:                                    STATE:              ZIP CODE: 

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