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

                                                    Submission Cover Sheet

Instructions: 

• Complete and include this form with your paper submission. This information only will be
  used to communicate in writing about the submission, if needed. This form will be
  treated as correspondence and 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 handling fee; do not include
  a $15 handling fee when submitting documents by mail.

• Standard processing time for submissions to this office is approximately 5 business days from
  receipt. 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.

Optional Copy and Certification Fees: 

• If applicable, include optional certification fees with your submission.

• For applicable certification fee information, refer to the instructions of the specific form you are
  submitting.

Contact Person: (Please type or print legibly) 

First Name:                                     Last Name: 

Phone (optional):  

Entity Information: (Please type or print legibly) 

Name: 

Entity Number (if applicable):

Address:  

Comments: 

Submission Cover Sheet (REV 03/2022)                            Clear Form  Print Form

                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

                                                    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: 

                                                                                                    Clear Form   Print Form