(A) To form a limited partnership, a certificate of limited partnership shall be executed and filed with the secretary of state, as provided in section 1782.13 of the Revised Code. The certificate shall be on a form prescribed by the secretary of state and shall set forth all of the following:

Terms Used In Ohio Code 1782.08

  • Certificate of limited partnership: means the certificate referred to in section 1782. See Ohio Code 1782.01
  • Entity: means any of the following:

    (1) A for profit corporation organized under the laws of this state or any other state;

    (2) Any of the following organizations existing under the laws of this state, the United States, or any other state:

    (a) A business trust or association;

    (b) A real estate investment trust;

    (c) A common law trust;

    (d) An unincorporated business or for profit organization, including a general or limited partnership;

    (e) A limited liability company. See Ohio Code 1782.01

  • 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 Ohio Code 1782.01
  • 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.
  • state: means the state of Ohio. See Ohio Code 1.59

(1) The name of the limited partnership;

(2) The address of the principal place of business of the limited partnership;

(3) The name and business or residence address of each general partner;

(4) Any other matters that the general partners determine to include in the certificate.

(B) A written appointment of a statutory agent for the purpose set forth in section 1782.04 of the Revised Code shall be filed with the certificate of limited partnership.

(C) A limited partnership is an entity formed at the time of filing the certificate of limited partnership pursuant to section 1782.13 of the Revised Code or at any later time specified in the certificate if, in either case, there has been substantial compliance with the requirements of divisions (A) and (B) of this section.

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