Minnesota Foreign LLP Registration Form

In the case of a foreign limited liability partnership wanting to register in the State of Minnesota, the following form has to be completed and submitted along with a $135 fee.

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Office of the Minnesota Secretary of State 
          Foreign Limited Liability Partnership | Statement of Qualification 	
Minnesota Statutes, Chapter 323A  	
 
Read the instructions before completing this form.  
Filing Fee: $155 for expedited service in-person and online filings, $135 if by mail  
 
This Statement of Qualification has been approved pursuant to  Minnesota Statutes, Chapter 323A.  By filing this 
Statement of Qualification, the partnership certifies that it has complied with the organization laws in the 
jurisdiction of its organization.  
  A person who files a statement pursuant to this section  shall promptly send a copy of the statement to every 
non-filing partner and to any other person  named as a partner in the statement. 
 
1.  The legal name of this partnership  in the Home Jurisdiction: (Required)  
       
2.  The alternate name under which the  partnership will do business in Minnesota, if  different than the legal name listed 
above: 
If the name is unavailable in Minnesota return the completed,  approved and executed resolution found at the end of this form.  
 
3.  Home Jurisdiction:  (Required) 
 
4.  List the address of the partnership’s chief executive office:  (Required) 
Street Address  (A PO Box by itself is not acceptable)                    City   State Zip 
 
5.  List an office address in Minnesota, if different than the chief executive office address:   
Street Address  (A PO Box by itself is not acceptable)                    City   State Zip 
 
6.  If there is no office address in Minnesota, list the name and address of the registered agent in Minnesota:     
 
Agent Name:  
Street Address  (A PO Box by itself is not acceptable)                    City   State Zip 
 
7.  The effective date of this filing if different from the date of filing:  
 
8.  I, the undersigned, certify that I am signing this document as the person whose signature is required, or as agent of the     
person(s) whose signature would be required who has authorized me to sign this document on his/her behalf, or in both 
capacities.  I further certify that I have completed all required fi elds, and that the information in this document is true and 
correct and in compliance with the applicable chapter of Minneso ta Statutes.  I understand that by signing this document I am 
subject to the penalties of perjury as set forth in Sec tion 609.48 as if I had signed this document under oath. 
Signature of at Least Two Partners or of the Agent       
 
If you are signing as the agent for additional parties and the parties are not named in this document, and the additional parti es’ 
signatures are required by law, please list your name in the box followed by “and as agent for (insert names of other parties)”  
      
      	
      	
      	      	   	      	
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Office of the Minnesota S ecretary of State      	
Foreign Limited Liability Partnership | Statement of Qualification     
     Minnesota Statutes, Chapter 323A 	
  
 
 
Email Address for Official Notices 
Enter an email address to which the Secretary of State can  forward official notices required by law and other notices: 
     
 	
  Check here to have your email address excluded from requests for bulk data, to the extent allowed by Minnesota law. 
 
 
List a name and daytime phone number of a p erson who can be contacted about this form: 
   
 
Contact Name                    Phone Number       
 
Entities that own, lease, or have any financial interest in agricultural land or land capable of being farmed
must register with the MN Dept. of Agriculture’s Corporate Farm Program.
   
 
 
RESOLUTION FOR US	

E OF ALTERNATE NAME IN MINNESOTA (Only to be co mpleted if name is unavailable) 
(Alternate name must also include a partnership designation).    
 
This name meets all the requirements of Minnesota Statutes, Ch apter 323A.1102, as its name in the State of Minnesota, for all 
purposes. 
 
Approved on                        by a             vote of the Partners of:        
                     Month/Day/Year      Proportion            Partnership Name 
 
I certify that this is the actual text of the approved resolution. 
 
 
Signature of Authorized Person                                                           Date 
 
 
 
 
 
 
 
 
 
 	
ForeignllpstatementofqualificationRev.6/1/2012  	
      
      
WHEREAS, the name of this partnership  is currently on file with the Secretary of State of Minnesota, and WHEREAS, the 
partnership has not obtained the use of this name through the c onsent or affidavit procedures permitted by Minnesota Statutes, 
Chapter 3232A, THEREFORE, BE IT RESOLVED,  that this partnership shall use the name:

INSTRUCTIONS  	
File your business document online by visiting our website at www.sos.state.mn.us.   
 
This form is intended merely as a guide for filing and is not intended to cover all situations.   Retain the original signed copy 
of this document for your records and submit a legible photoc opy for filing with the Office of the Secretary of State. 
 
A person who files a statement pursuant to this section sh all promptly send a copy of the statement to every non-
filing partner and to any other person named as a partner in the statement. 
 
1.  List the legal name of the partnership in the state or count ry of formation.  If that name is not available in Minnesota or  
that name does not meet the legal requirements of Minnesota  law, you must provide an alternate name to be used in 
Minnesota.  A preliminary name availability  check may be done by accessing our website at  www.sos.state.mn.us. 
2.  List the alternate name that will be used in Minne sota, if any.  Limited Liability Partnerships must include  the words or 
abbreviations Registered Limited Liability Partnership, Limited Liability Partnership, R.L.L.P., L.L.P., RLLP, or LLP .  If an 
alternate name is provided, complete the Resoluti on to for use of Alternate Name in Minnesota.  
3.  List the state or jurisdiction in which this organization is organized.  
4.  List the c omplete street address of the chief executive office of the part nership, regardless of its location. 
5.  List an office address if different from the chief executive o ffice.  This must be a complete street address in Minnesota.  
6.  If the partnership has neither its ch ief executive office in Minnesota nor any ot her office in Minnesota, list the name and 
address of the agent of the partnership for service of process. 
7.  If applicable, list the effec tive date for this statement. 
8.  If this document is being filed on behalf of the partnership, it must be signed by at least two partners who are authorized  to 
sign the registration or by an Authorized Agent (The signing party must indicate on the document that they are acting as 
the agent of the person(s) whose signature  would be required and that they have been authorized to sign on behalf of 
that person(s).). 
 
Email Address for Official Notices.  This email address may be used to send  annual renewal reminders and other important 
notices that may require action or response.  Check the box if  you wish to have your email address excluded from requests for 
bulk data, to the extent allowed by Minnesota law. 
 
List a name and daytime telephone number of a person who can be contacted about this form. 
 
Filing Fee:  $155 for expedited service in-person and online filings, $135 if submitted by mail
Payable to the MN Secretary of State 
 
Please 	

submit all items together and mail to the address below: 
  FILE IN-PERSON OR MAIL TO: 
Minnesota Secretary of State - Business Services  
Retirement Systems of Minnesota Building  60 Empire Drive, Suite 100 St Paul, MN  55103 
(Staffed 8 a.m. – 4 p.m., Monday - Friday, excluding holidays) 
 
Phone Lines:  (9 a.m. - 4 p.m., M-F)  Metro Area 651-296-2803; Greater MN 1-877-551-6767 
 
All of the information on this form is public.  Minnesota law re quires certain information to be provided for this type of filing.  
If that information is not included, your document may be returned unfiled.  This document can be made available in 
alternative formats, such as large print, Braille or audio ta pe, by calling (651)296-2803/voice.  For a TTY/TTD (deaf and hard 
of hearing) communication, contact the Minnesota Relay Servi ce at 1-800-627-3529 and ask them to place a call to (651)296-
2803.  The Secretary of State's Office does not discriminate on th e basis of race, creed, color, sex, sexual orientation, national 
origin, age, marital status, disability, religion, reliance on p ublic assistance or political opinions or affiliations in emplo yment 
or the provision of service.