1. (a) In addition to complying with Sections 152.803 and 152.804, a partnership, to become a limited liability partnership, must file an application with the secretary of state in accordance with Chapter 4 and this section. The application must:

   1. (1) set out:

      1. (A) the name of the partnership;
      2. (B) the federal tax identification number of the partnership;
      3. (C) the street address of the partnership's principal office in this state or outside of this state, as applicable; and
      4. (D) the number of partners at the date of application; and
   2. (2) contain a brief statement of the partnership's business.

2. (b) The application must be signed by:

   1. (1) a majority-in-interest of the partners; or
   2. (2) one or more partners authorized by a majority-in-interest of the partners.

3. (c) A partnership is registered as a limited liability partnership by the secretary of state on:

   1. (1) the date on which a completed initial or renewal application is filed in accordance with Chapter 4; or
   2. (2) a later date specified in the application.
4. (d) A registration is not affected by subsequent changes in the partners of the partnership.

5. (e) The registration of a limited liability partnership is effective until the first anniversary of the date of registration or a later effective date, unless the application is:

   1. (1) withdrawn or revoked at an earlier time; or
   2. (2) renewed in accordance with Subsection (g).

6. (f) A registration may be withdrawn by filing a withdrawal notice with the secretary of state in accordance with Chapter 4. A withdrawal notice terminates the status of the partnership as a limited liability partnership from the date on which the notice is filed or a later date specified in the notice, but not later than the expiration date under Subsection (e). A withdrawal notice must:

   1. (1) contain:

      1. (A) the name of the partnership;
      2. (B) the federal tax identification number of the partnership;
      3. (C) the date of registration of the partnership's last application under this subchapter; and
      4. (D) the current street address of the partnership's principal office in this state and outside this state, if applicable; and

   2. (2) be signed by:

      1. (A) a majority-in-interest of the partners; or
      2. (B) one or more partners authorized by a majority-in-interest of the partners.

7. (g) An effective registration may be renewed before its expiration by filing an application with the secretary of state in accordance with Chapter 4. A renewal application filed under this subsection continues an effective registration for one year after the date the registration would otherwise expire. The renewal application must contain:

   1. (1) current information required for an initial application; and
   2. (2) the most recent date of registration of the partnership.

8. (h) The secretary of state may remove from its active records the registration of a partnership the registration of which has:

   1. (1) been withdrawn or revoked; or
   2. (2) expired and not been renewed.
9. (i) The secretary of state is not responsible for determining whether a partnership is in compliance with the requirements of Section 152.804(a).

10. (j) A document filed under this subchapter may be amended by filing an application for amendment of registration with the secretary of state in accordance with Chapter 4 and this subsection. The application for amendment must:

    1. (1) contain:

       1. (A) the name of the partnership;
       2. (B) the tax identification number of the partnership;
       3. (C) the identity of the document being amended;
       4. (D) the date on which the document being amended was filed;
       5. (E) a reference to the part of the document being amended; and
       6. (F) the amendment or correction; and

    2. (2) be signed by:

       1. (A) a majority-in-interest of the partners; or
       2. (B) one or more partners authorized by a majority-in-interest of the partners.

Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.