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The DOS-1386 F L form is an essential document for foreign limited partnerships seeking to amend their existing application for authority in the state of New York. Through this form, a partnership can formally update critical information such as its name, jurisdiction of organization, and the dates pertaining to its authorization to conduct business within the state. The form allows partnerships to reflect changes, including the admission or withdrawal of general partners and any adjustments to the fictitious name under which the partnership operates. While it serves as a straightforward means to submit these amendments, it’s important to remember that this is not the only route available; partnerships can also create custom forms or obtain them from legal stationery stores. A filing fee accompanies the submission, highlighting the necessity for careful preparation of this vital documentation. To ensure accuracy and compliance, the New York State Department of State highly recommends that all legal documents, including the DOS-1386 F L, be drafted with the help of an attorney. Understanding its structure and requirements is crucial for partnership stakeholders aiming to keep their records current and accurate.

Dos 1386 F L Example

New York State Department of State

Division of Corporations, State Records

and Uniform Commercial Code

One Commerce Plaza, 99 Washington Avenue

Albany, NY 12231

www.dos.ny.gov

CERTIFICATE OF AMENDMENT

OF

(Insert Name of Foreign Limited Partnership)

Under Section 121-903 of the Revised Limited Partnership Act

FIRST: The name of the limited partnership as it appears on the index of names in the Department of State is:

If applicable, the fictitious name the foreign limited partnership has agreed to use in this state is:

SECOND: The jurisdiction of organization of the limited partnership is:

THIRD: The date it was authorized to do business in New York State is:

FOURTH: The application for authority is amended to reflect the following:

(Please note: If the amendment reflects the admission or withdrawal of one or more general partner(s), the date(s) of the admission/withdrawal and the business or residence street address of the general partner(s). If the true name of the foreign limited partnership is to be changed, set forth a statement that the change of name has been effected under the laws of the jurisdiction of its organization and the date the change was so effected.)

Paragraph

 

of the Application for Authority is amended to read as follows:

 

 

 

 

DOS-1386-f-l (Rev. 02/12)

Page 1 of 2

Paragraph

 

of the Application for Authority is amended to read as follows:

.

X

(Signature of General Partner)

(Type or print name)

CERTIFICATE OF AMENDMENT

OF

(Insert Name of Foreign Limited Partnership)

Under Section 121-903 of the Revised Limited Partnership Act

Filed by:

(Name)

(Mailing address)

(City, State and Zip code)

NOTE: This form was prepared by the New York State Department of State for filing a certificate of amendment by a foreign limited partnership. It does not contain all optional provisions under the law. You are not required to use this form. You may draft your own form or use forms available at legal stationery stores. The Department of State recommends that legal documents be prepared under the guidance of an attorney. This certificate must be accompanied by a fee of $60.

(For office use only)

DOS-1386-f-l (Rev. 02/12)

Page 2 of 2

Form Characteristics

Fact Name Details
Governing Law The Dos 1386 F L form is governed by Section 121-903 of the Revised Limited Partnership Act in New York State.
Purpose This form is used by foreign limited partnerships to file a certificate of amendment with the New York State Department of State.
Filings Required When submitting this form, it must be accompanied by a filing fee of $60.
Preparation Advice The New York State Department of State recommends having legal documents prepared with the assistance of an attorney.
Fictitious Name If applicable, the form allows the foreign limited partnership to include a fictitious name for use in New York State.
Signature Requirement The form requires the signature of at least one general partner to validate the amendment.
Alternatives Users of the Dos 1386 F L form are not obligated to use this specific template and may draft their own amendment forms.

Guidelines on Utilizing Dos 1386 F L

Completing the DOS 1386 F L form is a necessary step in amending a foreign limited partnership in New York State. The following steps will guide you through the process of filling out the form accurately.

  1. Download the DOS 1386 F L form from the official New York State Department of State website.
  2. At the top of the form, write the name of the foreign limited partnership as it appears on the Department of State's records.
  3. If applicable, include the fictitious name the foreign limited partnership will use in New York State.
  4. Provide the jurisdiction of organization of the limited partnership.
  5. Indicate the date the limited partnership was authorized to do business in New York State.
  6. Detail any amendments in the section provided.
  7. If applicable, include information regarding the admission or withdrawal of general partner(s), specifying their business or residence addresses and the relevant dates.
  8. If changing the true name of the limited partnership, include a statement confirming that the name change has been effected under applicable laws and the date it occurred.
  9. Sign the form where indicated, including the typed or printed name of the signing general partner.
  10. Fill in the name of the person filing the form as well as their mailing address, city, state, and zip code.
  11. Ensure that the form is accompanied by a fee of $60.
  12. Review the completed form for accuracy before submission.

What You Should Know About This Form

What is the purpose of the DOS 1386 F L form?

The DOS 1386 F L form is used to file a Certificate of Amendment for a foreign limited partnership in New York. This form allows the partnership to officially change its name, reflect changes in general partners, or update other pertinent information in its application for authority to do business in the state.

Who needs to file the DOS 1386 F L form?

This form is necessary for foreign limited partnerships that wish to amend their existing authority to conduct business in New York. If there are changes such as the admission or withdrawal of general partners or a change in the partnership's name, the form must be filed to keep the records current.

What information is required to complete the form?

To complete the DOS 1386 F L form, you must provide the name of the limited partnership as it appears in state records, any fictitious name the partnership wishes to use, the jurisdiction where the partnership was organized, and the date it was authorized to do business in New York. Details regarding any changes in general partners should also be included. Specifically, it is important to note the dates of admission or withdrawal and the addresses of the general partners.

Is there a fee associated with filing the DOS 1386 F L form?

Yes, a fee of $60 is required when submitting this form. It’s important to include this payment with your filing to avoid delays in processing.

Can I use a different form to make amendments?

While the DOS 1386 F L form is provided by the New York State Department of State, you are not obligated to use it. You may draft your own amendment or obtain forms from legal stationery stores. However, it's advisable to consult with an attorney to ensure that your legal documents meet all necessary requirements.

Who should sign the DOS 1386 F L form?

The form must be signed by a general partner of the limited partnership. The signature should be accompanied by the typed or printed name of the general partner to ensure proper identification and accountability.

Where do I submit the completed DOS 1386 F L form?

The completed form should be submitted to the New York State Department of State at their office located at One Commerce Plaza, 99 Washington Avenue, Albany, NY 12231. Make sure to check for any specific guidelines regarding submission methods or additional paperwork that may be required.

Common mistakes

When filling out the DOS-1386 F L form for amending a foreign limited partnership in New York, it’s easy to stumble into common pitfalls. Awareness of these mistakes can save time and avoid unnecessary complications. Here are eight frequent errors people make.

First, many individuals neglect to accurately insert the name of the limited partnership as it appears in the Department of State index. The correct name is crucial. If the name is formatted incorrectly or differs from official records, it can lead to a rejection of your application.

Second, confusion often arises surrounding the fictitious name. If a foreign limited partnership is using a fictitious name in New York, it must be included clearly. Failing to do so can cause delays, as the state may need additional information to process the amendment.

The third mistake is overlooking the jurisdiction of organization. Some people either do not fill this section or inaccurately identify it. This information is essential, as the state needs to know where your partnership was originally formed.

Next, related to the date of authorization, errors frequently occur. It's critical to provide the exact date when the limited partnership was authorized to do business in New York. If this date is incorrect or omitted, the form may become invalid.

Fifth, individuals often misunderstand the requirement under the fourth point regarding amendments. If there have been changes in general partners, one must list the dates of admission or withdrawal, along with the respective address. Failing to mention these details can lead to incomplete documentation and potential legal issues.

Another common misstep is not clarifying the changes in a clear and concise manner. People tend to leave out specific paragraphs that are being amended. It’s beneficial to directly reference the sections of the Application for Authority that are being updated, as clarity will aid the reviewing process.

Seventh, some forget to secure the necessary signature of the general partner. A missing signature means the application can’t be processed. It sounds simple, but this step is crucial for the legitimacy of the document.

Finally, individuals may overlook the payment details. Remember, this certificate requires a fee of $60. If this payment is not included, your application will not be processed, leading to unnecessary delays and further complications.

By staying mindful of these common mistakes, you can help ensure that your DOS-1386 F L form is filled out accurately. Taking the time to double-check your information will facilitate a smoother process in amending your limited partnership’s certificate.

Documents used along the form

When filing the DOS-1386 F L form, it is often necessary to accompany it with several other documents. These documents help clarify information, complete local requirements, or facilitate the processing of the amendment. Below is a list of common forms and documents associated with this filing. Each plays a role in ensuring the submission is complete and compliant with New York State regulations.

  • Application for Authority (DOS-1231): This form is necessary for foreign limited partnerships to request permission to operate in New York State. It provides essential details about the partnership, including its jurisdiction of organization and the name under which it will operate.
  • Certificate of Existence (or Good Standing): Issued by the state where the foreign limited partnership is formed, this document verifies that the entity is legally established and authorized to do business there. It typically must be dated within a specific timeframe to ensure its validity.
  • Filing Fee Payment Receipt: A receipt confirming payment of the required fees is essential for processing the amendment. The fee for filing the DOS-1386 F L form is $60, and proof of payment must be included.
  • General Partner’s Consent: This document provides evidence that all partners are in agreement regarding the amendments being made. It may include signatures from each partner, demonstrating their approval and understanding of the modifications.
  • Statement of Changes: Sometimes, a detailed statement outlining the specific changes being made is required. This document elaborates on the amendments and clarifies any alterations to the existing partnership structure or operations.
  • Registered Agent Consent Form: If a registered agent is designated in New York State to receive legal documents on behalf of the partnership, this form must be signed to indicate the agent’s consent to act in that capacity.
  • Amendment to Partnership Agreement: In cases where the changes significantly affect the agreements between partners, a revised partnership agreement should be submitted. This document lays out all modifications to the rules governing the partnership.

Submitting the correct forms and documentation along with the DOS-1386 F L is vital for the smooth processing of the amendment. Each document serves a unique purpose, fostering transparency and clarity in the partnership's operations in New York State. Ensuring that all necessary paperwork is accurate and complete can prevent delays and complications during the review process.

Similar forms

The DOS-1386 F L form is essential for foreign limited partnerships looking to make amendments to their documents in New York. It shares similarities with several other important documents used in business registration and compliance. Here’s a breakdown:

  • Certificate of Incorporation: Like the DOS-1386 F L, a Certificate of Incorporation is used by businesses to officially register with the state. It outlines the company's structure, purpose, and management details.
  • Articles of Organization: This document is crucial for LLCs and serves a similar purpose as the DOS-1386 F L by officially forming a business entity and outlining its organization and operational structure.
  • Certificate of Authority: This form provides legal permission for a foreign entity to operate within a state. Similar to the DOS-1386 F L, it can be amended to reflect changes in the business's authorized status or operational details.
  • Certificate of Good Standing: A Certificate of Good Standing confirms that a business has fulfilled all state obligations. While it does not amend business details, it is often required in conjunction with amendment filings like the DOS-1386 F L.
  • Bylaws: Bylaws outline the internal rules for governing a corporation. While the DOS-1386 F L focuses on amendments, bylaws may require updates to reflect similar organizational changes.
  • Partnership Agreement: This agreement defines the relationship between partners in a partnership. Just as the DOS-1386 F L allows for updates, a partnership agreement can also be amended to include changes in partnership roles, ownership, or responsibilities.
  • Application for New Business Registration: This document initially registers a business entity. Similar to the DOS-1386 F L's purpose of reflecting changes, the new application may encompass changes in name, address, or business focus.

Understanding these similarities can significantly assist in navigating the business amendment processes effectively. Each document plays a vital role in ensuring that a business remains compliant with state regulations while accurately representing its current status.

Dos and Don'ts

When filling out the DOS 1386 F L form, there are important guidelines to follow. Here are seven do's and don'ts to keep in mind:

  • Do double-check the name of the limited partnership to ensure it matches the records precisely.
  • Do provide the correct jurisdiction where the limited partnership was organized.
  • Do include any changes regarding general partners clearly, including the admission or withdrawal dates and addresses.
  • Do sign the form where indicated and print your name clearly underneath the signature.
  • Don't leave any required fields blank; filling out every section is essential.
  • Don't forget to enclose the $60 fee with your submission, as this is mandatory.
  • Don't hesitate to consult an attorney if you are unsure about any aspect of the form.

Misconceptions

Misconceptions often arise regarding the DOS 1386 F L form. Below are eight common misconceptions, along with clarifications.

  1. This form is only for New York residents. The DOS 1386 F L form is specifically intended for foreign limited partnerships that wish to operate in New York State, regardless of where they are originally based.
  2. The form must be used exactly as provided. While using the official form is recommended, it is not mandatory. A business can draft its own amendment as long as it meets the legal requirements.
  3. Changes must be extensive to require filing. Minor changes, such as updating a partner’s address, can necessitate a filing of this form. Not all amendments need to be significant.
  4. The filing fee is subject to negotiation. The fee for filing the DOS 1386 F L form is set at $60 and is non-negotiable.
  5. Legal help is optional for anyone. While individuals can complete the form themselves, it is advisable to have an attorney involved, especially if more complex amendments are being made.
  6. Only general partners can sign this form. The form must be signed by a general partner, but it is not restricted to them alone — the general partner can delegate this task if legally appropriate.
  7. All amendments are immediately effective upon filing. Amendments generally take effect upon filing, but it’s important to verify specific details related to timing with the Department of State.
  8. The DOS 1386 F L form has no expiration date. While the form itself does not expire, the information contained within it should be kept current. Amending it as necessary helps maintain compliance.

Key takeaways

Here are some key takeaways regarding the Dos 1386 F L form:

  • Purpose: This form is used to amend a foreign limited partnership's certificate of authority in New York State.
  • Completion: It is essential to provide accurate details about the partnership’s name, jurisdiction of organization, and the date it began operating in New York.
  • Amendments: Any changes related to the addition or withdrawal of general partners must be clearly stated along with pertinent dates and addresses.
  • Filing Fee: Submitting this form requires a fee of $60.
  • Legal Advice: While the form can be filled out independently, consulting with an attorney when preparing legal documents is recommended.