Enlarge image | 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 |
Enlarge image | Instructions for Completing the Certificate of Correction (Form LLC-LP-11) Limited Liability Company (LLC) This form can be used to correct an LLC document that was previously filed with the California Secretary of State if the record: • was filed pursuant to the California Revised Uniform LLC Act commencing with California Corporations Code section 17701.01; and • at the time of filing, contained inaccurate information or was defectively signed. The correction will be effective retroactively as of the effective date of the record this form corrects. Note: This form may not indicate a delayed (future) effective date. (California Corporations Code section 17702.06(b).) Limited Partnership (LP) This form may be used to correct a limited partnership record that was previously filed with the California Secretary of State if, at the time of filing, the record contained false or erroneous information or was defectively signed. The correction will be effective retroactively as of the effective date of the record this form corrects. Note: This form may not indicate a delayed (future) effective date. (California Corporations Code section 15902.07(b).) Limited Liability Company (LLC) and Limited Partnership (LP) Fees: • Filing Fee: The fee for filing the Certificate of Correction (Form LLC-LP-11) is $30.00. • Faster Service Fee: - Counter and guaranteed expedite services are available only for documents submitted in person (drop off) to our Sacramento office. - Counter Drop Off: A separate, non-refundable $15.00 handling fee is required if you submit in person (drop off) your completed document at our Sacramento office. The $15.00 handling fee provides priority service over documents submitted by mail. The handling fee is not refundable whether the document is filed or rejected. - Guaranteed Expedite Drop Off: For more urgent submissions, documents can be processed within a guaranteed timeframe for a non-refundable fee instead of the counter drop off fee. For detailed information about this faster processing service through our Preclearance and Expedited Filing Services, go to www.sos.ca.gov/business/be/service-options. 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 a $5 certification fee. Payment Type: Check(s) or money orders should be made payable to the Secretary of State. Do not send cash by mail. If submitting the document in person in our Sacramento office, payment also may be made by credit card (Visa or Mastercard®). Processing Dates: For current processing dates, go to www.sos.ca.gov/business/be/processing-dates. LLC-LP-11 Instructions (REV 03/2022) 202 2California Secretary of State bizfileOnline.sos.ca.gov |
Enlarge image | Type or legibly print in black or blue ink. Complete the Certificate of Correction (Form LLC-LP-11) as follows: Item Instruction Tips 1. Enter the entity name of the entity To ensure you have the exact name of the entity, look exactly as it appears on the records of to your registration document filed with the California the California Secretary of State Secretary of State and any name change including the entity identifier (ex: “Jones amendments filed with the California Secretary of & Company, LLC” or “Smith State office. Construction, LP”). 2. Enter the 12-digit Entity Number issued • To ensure you have the correct Entity (File) to the entity by the California Secretary Number(s) and exact name of the entity, look to of State at the time of registration. your registration document filed with the California Secretary of State and any name change amendments filed with the California Secretary of State office. • Secretary of State Records can be accessed online through our Business Search at bizfileOnline.sos.ca.gov. While searching the Business Search, be sure to identify your entity correctly, including the jurisdiction that matches your entity. 3. Enter the title of the document being The title of the document is listed at the top of the corrected. document (e.g., Certificate of Limited Partnership, Certificate of Amendment, Application for Registration, etc.). 4. Enter the date (month/day/year) the • The file date is provided by the California Secretary document being corrected was filed of State on the document filed with the California with the California Secretary of State. Secretary of State. • Secretary of State Records can be accessed online through our Business Search at bizfileOnline.sos.ca.gov. While using the Business Search, be sure to identify your entity correctly, including the jurisdiction that matches your entity. 5. Item 5a. • An example of a defective provision may be a Enter the incorrect provision(s) in the misspelled name of a city, general partner, or document as previously filed and the member. reason it is incorrect. If the signing of the • An example of a defective signature may be a document was defective, indicate the wrong title of the signer. way it was defective. • Attach additional pages if necessary. - All attachments should be 8 ½ x 11, one sided, legible and clearly marked as an attachment to this Form LLC-LP-11. - All attachments are part of this document. LLC-LP-11 Instructions(REV 3 0 /2022) 202 2California Secretary of State bizfileOnline.sos.ca.gov |
Enlarge image | 5. Item 5b. • An example of a provision being corrected may be a Enter the corrected information or the corrected spelling of the name of a city, general corrected signature. partner, or member. • An example of a corrected signature may be a corrected signature block showing the correct title of the signer. • Attach additional pages if necessary. - All attachments should be 8 ½ x 11, one sided, legible and clearly marked as an attachment to this Form LLC-LP-11. - All attachments are part of this document. 6. Limited Liability Company must Limited Liability Company complete. Enter the parties that signed the document being Limited Partnership only complete for corrected. If this is a merger, also enter the names of mergers. the entities involved in the merger. Limited Partnership (mergers only) Enter the entities involved in the merger. Signature Do not use a computer-generated Limited Liability Company (LLC) and Limited signature. Partnership (LP): Form LLC-LP-11 must be signed in the • If you need more space for signatures: same way the document being - Place the additional signatures on only one corrected was required to be signed. side of a standard letter-sized piece of paper (8 (California Corporations Code sections ½ x 11) clearly marked as an attachment to 15902.04,17702.06(c), 17702.03(a)(6).) Form LLC-LP-11 and attach the extra page(s) to the completed Form LLC-LP-11. - All attachments are part of this document. • If Form LLC-LP-11 is signed by an entity, the person who signs on behalf of the entity should note their name and position/title and the entity name. Example: If a limited liability company ("Smith LLC") is the organizer, the signature of the person signing on behalf of the Smith LLC should be reflected as Joe Smith, Manager of Smith LLC, Organizer. Limited Partnership Signature Tips: • If signed by any person other than the general partner(s), the signature must be followed by the words “signature pursuant to Section _____ ” identifying the appropriate statutory authority. (Section 15902.05) • If an attorney-in-fact is signing on behalf of an individual, the signature should be followed by the words “Attorney-in-fact for (name of the individual general partner).” Attorney-in-fact cannot sign for a business. (Section 15902.04) • If signed by a general partner who is an association, the person who signs for the LLC-LP-11 Instructions (REV 03/2022) 202 2California Secretary of State bizfileOnline.sos.ca.gov |
Enlarge image | association should state the exact name of the association, his/her name and position/title. • If signed by a trust, the trustee should sign as follows:___________, trustee for ___________ trust (including the date of the trust, if applicable). Example: Mary Todd, trustee of the Lincoln Family Trust (U/T 5-1-1994). Submission Cover Sheet (Optional): Complete and include with your paper submission. This information will be used to communicate with you about the submission, if needed. This submission cover sheet will be treated as correspondence and will not be made part of the filed document. Where to File: Completed forms along with the applicable fees, if any can be mailed to Secretary of State, Business Entities, P.O. Box 944260, Sacramento, CA 94244-2260 or delivered in person (drop off) to the Sacramento office, 1500 11th Street, 3rd Floor, Sacramento, CA 95814. Legal Authority: • Limited Liability Company (LLC): Statutory filing provisions are found in California Corporations Code section 17702.06. All Statutory references are to the California Corporations Code, unless otherwise stated. • Limited Partnership (LP): Statutory filing provisions are found in California Corporations Code section 15902.07 . All statutory references are to the California Corporations Code, unless otherwise stated. LLC-LP-11 Instructions (REV 03/2022) 202 2California Secretary of State bizfileOnline.sos.ca.gov |
Enlarge image | LLC- Secretary of State LP-11 Certificate of Correction Limited Liability Company (LLC) or Limited Partnership (LP) IMPORTANT - Read Instructions before completing this form. Filing Fee - $30.00 Certification Fee (Optional) - $5.00 This Space For Office Use Only 1. Entity Name (Enter the exact name of the entity on file with the California 2. 12-Digit Entity Number (Enter the Secretary of State.) exact 12-digit Entity Number issued by the California Secretary of State.) 3. Document Title (Enter the title of the document being corrected.) 4. File Date of Document Being Corrected (MM/DD/YYYY) 5. Document Provision(s) Enter the inaccurate information and the reason it is inaccurate, or the manner in which the signing was defective. 5a. Enter the corrected information or correct signature. 5b. 6. Parties to the Document Being Corrected (Limited Liability Company - must list the name of each person who signed the document being corrected. Correcting a Merger - Limited Liability Companies and Limited Partnerships must list the entities involved in the merger.) Read, and Sign Below. See Instructions for signature requirements. (This certificate must be signed in the same way the document being corrected was required to be signed.) Additional pages set forth on attached pages, if any, are incorporated herein by reference and made part of this Form LLC- LP-11. All attachments should be 8 ½ x 11, one sided, legible, and clearly marked as an attachment to this Form LLC-LP-11. I declare I am the person who executed this instrument, which execution is my act and deed. By signing this document, I affirm under penalty of perjury that the stated facts are true and correct. _____________________________ _______________________________ _____________________________ Signature Type or Print Name Business Title LLC-LP-11 (REV 03/2022) Print Form Clear Form 202 2California Secretary of State bizfileOnlne.sos.ca.gov |