Instructions for Completing the Certificate of Cancellation (Form LP-4/7) To terminate (cancel) a limited partnership (LP), complete the Certificate of Cancellation (Form LP-4/7). Before submitting the completed form, you should consult with a private attorney for advice about your specificbusiness needs.Upon filing the Certificate of Cancellation (Form LP-4/7), the LP will be cancelled and the powers, rights andprivileges will cease in California.The LP must file final tax returns with the Franchise Tax Board. See Final Tax Returns section below.Fees: Filing Fee: No fee for filing this Certificate of Cancellation (Form LP-4/7).Faster Service Fee:- Counter and guaranteed expedite services are available only for documents submitted in person (drop off) to ourSacramento office. - Counter Drop Off: A separate, non-refundable $15.00 counter drop off fee is required if you submit in personyour completed document at our Sacramento office. The $15.00 counter drop off fee provides priority service over documents submitted by mail. The special handling fee is not refundable whether the document is filed or rejected. - Guaranteed Expedite Drop Off: For more urgent submissions, documents can be processed within aguaranteed timeframe for a non-refundable fee in lieu of the counter drop off fee. For detailed information about this faster processing service through our Preclearance and Expedited Filing Services, go to www.sos.ca.gov/business/be/service-options. Copies: To get a copy of the filed document, include payment for copy fees when the document is submitted. Copy fees are $1.00 for the first page and $.50 for each attachment page. For certified copies, there is an additional $5.00 certification fee, per copy. Payment Type: Check(s) or money orders should be made payable to the Secretary of State. Do not send cash by mail. If submitting the document in person in our Sacramento office, payment also may be made by credit card (Visa or ). Processing Times: For current processing times, go to www.sos.ca.gov/business/be/processing-times. Type or legibly print in black or blue ink. Complete the Certificate of Cancellation (Form LP-4/7) as follows: Item Instruction Tips 1. Enter the name of the LP exactly as it appears on file with the California Secretary of State, including the entity ending (ex: 223Jones & Company, LP224 or 223Smith Construction, a Limited Partnership224). If the entity is a registered foreign LP, enter the name of the foreign LP, or if registered under an alternate name, enter the alternate name of the foreign LP as it appears on the records of the California Secretary of State. 2. Enter the 12-digit Entity (File) Number issued to the LP by the California Secretary of State at the time of registration. The 12-digit entity (file) number is provided by the Secretary ofState above the file stamp at the top of the LP222s registrationdocument filed with the California Secretary of State.To ensure you have the correct file number and exact name ofthe LP, look to your registration document filed with theCalifornia Secretary of State and any name changeamendments.Secretary of State Records can be accessed online throughour Business Search at BusinessSearch.sos.ca.gov. Whilesearching the Business Search, be sure to identify your LPcorrectly including the jurisdiction that matches your LP. 3. For California LPs ONLY: Enter the date the LP was formed in California. Foreign LPs must leave Item 3 blank. LP-4/7 Instructions (REV /201) 201 California Secretary of State American LegalNet, Inc. www.FormsWorkFlow.com 4. This Cancellation Statement must not be altered. Note: Before filing Form LP-4/7 on behalf of a California LP, the California LP must have completed the winding up of its affairs as discussed in Section 15902.03. To ensure all tax requirements are satisfied, see the Final Tax Returns section below. Signature For California LPs: This Form LP-4/7 must be signed by ALL of theGeneral Partners.For Registered Foreign LPs: ThisForm LP-4/7 must be signed by atleast one General Partner of theforeign LP.Do not use a computer-generatedsignature.Multiple Form LP-4/7222s with different signatures will bereturned without being filed 226 use only one form.If you need more space for signatures:- Place the additional signatures on only one side of astandard letter-sized piece of paper (8 1/2" x 11") clearly marked as an attachment to Form LP-4/7 and attach the extra page(s) to the completed Form LP-4/7. - All attachments are part of this document.Note: Check the records of the LP to confirm that the generalpartner(s) signing Form LP2264/7 is/are in fact a generalpartner of record.Who should sign: If a California limited partnership is dissolved and a personother than a general partner has been appointed to wind upthe affairs of the limited partnership, Form LP-4/7 must besigned by that person and must be filed after or together witha Certificate of Amendment (Form LP-2) indicating the nameand address of the appointed person. (Sections 15902.04and 15908.03.) To get Form LP-2, go to bizfile.sos.ca.gov.If Form LP-4/7 is signed by an attorney-in-fact for a generalpartner that is a natural person, the signature should befollowed by the words 223Attorney-in-fact for (name of thegeneral partner).224 (Section 15902.04.)If Form LP-4/7 is filed by any person other than the generalpartner(s), the signature must be followed by the words223signature pursuant to Section 224 identifyingthe appropriate statutory authority. (Section 15902.05.)If Form LP-4/7 is signed by an association, the person whosigns for the association should state the exact name of theassociation, his/her name and position/title.If Form LP-4/7 is signed by an entity, the person who signson behalf of the entity should note their name andposition/title, the exact entity name and the entity222s relation tothe canceling LP. Example: If an LLC (223Smith LLC224) is thegeneral partner of the canceling LP, the signature of theperson signing on behalf of Smith LLC should be reflected asJane Smith, Manager of Smith LLC, General Partner.If Form LP-4/7 is signed by a trust, the trustee should sign asfollows: , trustee for trust (including the date of the trust, if applicable). Example:Mary Todd, trustee of the Lincoln Family Trust (U/T/A 5-1-1994), General Partner. LP-4/7 Instructions (REV /201) 201 California Secretary of State American LegalNet, Inc. www.FormsWorkFlow.com Mail Submission Cover Sheet (Optional): To make it easier to receive communication related to this document, including receipt of the copy of the filed document, if purchased, complete the Mail Submission Cover Sheet. For the Return Address: enter the name of a designated person and/or company and the corresponding mailing address. Please note the Mail Submission Cover Sheet will be treated as correspondence and will not be made part of the filed document. Where to File: Completed forms along with the applicable fees, if any can be mailed to Secretary of State, Business Entities Filings Unit, P.O. Box 9442, Sacramento, CA 94244-2 or delivered in person (drop off) to the Sacramento office, 1500 11th Street, 3rd Floor, Sacramento, CA 95814. This form is filed only in the Sacramento office. It is recommended for proof of submittal that if the Certificate of Cancellation (Form LP-4/7) is mailed to the Secretary of State, it be sent by Certified Mail with Return Receipt Requested. Legal Authority: General statutory filing provisions are found in California Corporations Code section 15902.03 (California LPs) or 15909.07 (registered foreign LPs). Final Tax Returns: See California Franchise Tax Board222s (FTB) Publication 1038 226 Guide to Dissolve, Surrender, or Cancel a California [or Foreign] Business Entity 226 . All final returns required under the California Revenue and Taxation Code must be filed timely (Form 568 [for LPsnot classified as a corporation] or Form 100/100S [for LPs classified as a corporation]) with the FTB and the $800 annual tax for the tax year of the final return must be paid. If final returns are not filed, the LP will remain FTB active and continue to be subject to the $800 annual tax and/or fee. For information re