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North Dakota: Legendary. Follow the trail of legends
Secretary of State, Business Services North Dakota Secretary of State
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Business Services
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Limited Liability Limited Partnership FAQs

See: Business Services, Business Registrations, FAQs (generally applicable to all business entities)

See: Business Services, Business Registrations, Limited Partnership, FAQs

What is limited liability limited partnership (LLLP)?
A LLLP is basically a limited partnership that has filed an election or a certificate to be a LLLP with the Secretary of State, thereby granting the general partner relief of liability for the obligations of the LLLP.

Can an existing limited partnership convert to a LLLP?
Yes, the limited partnership may elect to become a LLLP and simultaneously file an amendment to its limited partnership certificate with the Secretary of State with the LLLP certificate.

If an existing limited partnership converts to a LLLP, what are the filing fees to the Secretary of State?
The filing fees include:

  • $50 to file the amendment of election to the limited partnership certificate;
  • $100 to file the LLLP certificate; and
  • $10 for the consent of registered agent named in the LLLP certificate

Is a LLLP subject to any provisions of the Uniform Limited Partnership Act, NDCC, Chapter 45-10.1?
Yes, in all matters except those specifically addressed in NDCC, Chapter 45-23. Therefore, most of the FAQs addressed in the limited partnership section of this website apply to a LLLP.


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