31. Limited liability partnership documents

(May 1, 2000)

Registered limited liability partnerships were created pursuant to G.L. c. 108A, § 45.

Pursuant to G.L. c. 108A, § 46, the name of every registered limited liability partnership must end with the words "registered limited liability partnership", "limited liability partnership" or the abbreviation "L.L.P." or "LLP". Therefore, any naming of the partnership within the document should include one of these references.

Instruments to be filed on behalf of a limited liability partnership may be accepted by the local registries without prior approval of the Court in accordance with this Guideline.

A deed, mortgage, or other instrument of transfer transferring an interest in real estate from a limited liability partnership created under G.L. c. 108A (“LLP”) must be

1. accompanied by

   1. the registration statement of the LLP

      and

      a certificate of the Secretary of State’s office, dated within 60 days of the date presented for filing, that there have been no amendments or a certificate that there have been amendments and accompanied by copies of the amendments to date

      or 

   2. a good standing certificate under G.L. c. 108A, § 49 dated within 60 days of the date presented for filing

      and

2. executed by

   1. any partner authorized to execute, acknowledge, deliver and record instruments affecting interests in real property as appearing on the registration statement of the LLP (hereinafter “an authorized partner”)

      or

   2. any authorized partner appearing on a good standing certificate under G.L. c. 108A, § 49.