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Terms Used In Vermont Statutes Title 11 Sec. 3411

  • certificate of limited partnership: means the certificate referred to in section 3411 of this title, and the certificate as amended or restated. See
  • General partner: means a person who has been admitted to a limited partnership as a general partner in accordance with the partnership agreement and named in the certificate of limited partnership as a general partner. See
  • Limited partner: means a person who has been admitted to a limited partnership as a limited partner in accordance with the partnership agreement. See
  • Partner: means a limited or general partner. See
  • Partnership: A voluntary contract between two or more persons to pool some or all of their assets into a business, with the agreement that there will be a proportional sharing of profits and losses.
  • Service of process: The service of writs or summonses to the appropriate party.
  • State: means a state, territory, or possession of the United States, the District of Columbia, or the Commonwealth of Puerto Rico. See

§ 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.)