INSTRUCTIONS: CERTIFICATE OF LIMITED PARTNERSHIP MI 401

“Certificate of Limited Partnership MI 401 Step 1”

State the name of the limited partnership in section 1. The state requires the name to contain the term “limited partnership” or an appropriate abbreviation. List the limited partnership’s general purpose in section 2

“Certificate of Limited Partnership MI 401 Step 2”

Provide the address where the limited partnership’s records are filed. Provide the registered agent’s name and address in section 3b-c.

“Certificate of Limited Partnership MI 401 Step 3”

List the powers and limitations for a limited partner in section 4. If additional space is needed, attach a separate form.

“Certificate of Limited Partnership MI 401 Step 4”

List specific cases or times when a general partner can terminate a limited partnership. Provide the conditions for the termination as well in section 5a. State when a limited partner can terminate a membership in section 5b. If a limited partner can receive distributions of real property or cash not specified in section 5b, provide these rights in section 6.

“Certificate of Limited Partnership MI 401 Step 5”

If the limited partner can receive any part or all of their initial contribution, provide these conditions in section 7 unless specified in section 5b.

“Certificate of Limited Partnership MI 401 Step 6”

Provide specific times or events when the limited partnership will dissolve or the goal of the partnership is fulfilled in section 8.

“Certificate of Limited Partnership MI 401 Step 7”

If the general partner has a right to carry on business after another general partner leaves, provide the conditions in section 9. If any other matters need presented, include the terms in section 10.

“Certificate of Limited Partnership MI 401 Step 8”

Complete section 11 for each general or limited partner. Follow the instructions below:

1. Indicate type of partner

2. Partner’s name

3. Street address

4. Amounts and types of contributions from limited partner

5. Values of future contributions from limited partner

6. Description of contributions

7. Time and events that require contributions

8. Partner’s signature

9. Date of Signature

“Certificate of Limited Partnership MI 401 Step 9”

The filing fee is $10.00, but expedited service will cost more. Pay by check, money order, or credit card and make payable to State of MichiganYou can file this form, electronically, by mail, or in person.