[This subdivision was enacted by the New Hampshire General Court and is not a part of the national Uniform Partnership Act.]
304-A:44 Registered Limited Liability Partnerships. –
I. To become a registered limited liability partnership, a partnership shall file with the secretary of state a registration stating:
(a) The name of the partnership.
(b) The address of its principal office.
(c) The address of its registered office and the name and address of its registered agent for service of process in this state.
(d) A brief statement of the business in which the partnership engages.
(e) Any other matters that the partnership determines to include.
(f) That the partnership hereby registers as a registered limited liability partnership.
II. The secretary of state shall register as a registered limited liability partnership any partnership that submits a completed registration with the required fee; provided the partnership name meets the requirements of RSA 304-A:45.
III. A partnership becomes a registered limited liability partnership at the close of business on the date of the filing of the initial registration with the secretary of state or at the effective time or the delayed effective time and date not later than the ninetieth day after the date the registration is filed, specified in the registration, if, in any case, there has been substantial compliance with the requirements of this chapter. A document filed electronically shall be effective at such delayed effective time and date or upon the date and time of acceptance by the secretary of state corporate database and application, if, in any case, there has been substantial compliance with the requirements of this chapter. A partnership continues as a registered limited liability partnership if there has been substantial compliance with the requirements of this chapter. The status of a partnership as a registered limited liability partnership and the liability of a partner of such registered limited liability partnership shall not be adversely affected by errors or subsequent changes in the information stated in a registration under paragraph I of this section.
IV. (a) Registration remains effective until:
(1) It is voluntarily withdrawn by filing with the secretary of state a written withdrawal notice; or
(2) The effective cancellation date in a notice from the secretary of state that the partnership has failed for 2 consecutive years to pay the annual fee, or has failed to notify the secretary of state within 60 days that its registered agent or registered office has been changed, that its registered agent has resigned, or that its registered office has been discontinued, or is without a registered agent or registered office in this state for 60 days or more.
(b) A withdrawal notice under subparagraph (a)(1) shall contain the name of the registered limited liability partnership and the date on which it originally registered as a limited liability partnership.
V. The fact that a registration or a notice is on file with the secretary of state is notice that the partnership is a registered limited liability partnership and is notice of all other facts set forth in the registration or notice.
VI. The secretary of state shall provide forms for a registration under paragraph I of this section.
VII. A limited liability partnership withdrawn under RSA 304-A:44, IV(a)(2) may apply to the secretary of state for reinstatement by completion of a reinstatement form together with payment of any fees in arrears at the time of withdrawal. Beyond 120 days a reinstatement must be accompanied by, in addition to the above, annual fees for the years since the withdrawal and a certificate from the New Hampshire department of revenue administration indicating there are no taxes due that department.