AB150,1530,249 179.03 (2) The reservation shall be made by filing with the secretary of state
10department an application executed by the applicant to reserve a specified name
11together with a fee of $10, or making a telephone application to reserve a specified
12name. The fee for a telephone application to reserve a specified name for 60 days is
13$20. If the secretary of state department finds that the name is available for use by
14a domestic limited partnership or foreign limited partnership, the secretary of state
15department shall reserve the name for the exclusive use of the applicant for a period
16of 60 days. The secretary of state department shall cancel the telephone application
17to reserve a specified name if the secretary of state department does not receive the
18proper fee within 15 business days after the application. Once having reserved a
19name, the same applicant may not again reserve the same name until more than 60
20days after the expiration of the last 60-day period for which that applicant reserved
21that name. The right to the exclusive use of a reserved name may be transferred to
22any other person by filing in the office of the secretary of state with the department,
23together with a fee of $10, a notice of the transfer executed by the applicant for whom
24the name was reserved and specifying the name and address of the transferee.
AB150, s. 4500 25Section 4500. 179.04 (2) of the statutes is amended to read:
AB150,1531,6
1179.04 (2) If a limited partnership fails to maintain an agent for service of
2process in this state or if the agent cannot with reasonable diligence be found,
3substituted service may be made on the secretary of state department by delivering
4duplicate copies of the process, together with a fee of $10. The secretary of state
5department shall forward one copy by registered mail, addressed to the limited
6partnership at its record office.
AB150, s. 4501 7Section 4501. 179.11 (1) (intro.) of the statutes is amended to read:
AB150,1531,118 179.11 (1) (intro.) To form a limited partnership, a certificate of limited
9partnership must be executed and filed in the office of the secretary of state with the
10department
. The certificate shall be filed together with a fee of $70 and shall contain
11all of the following information:
AB150, s. 4502 12Section 4502. 179.11 (2) of the statutes is amended to read:
AB150,1531,1613 179.11 (2) A limited partnership is formed at the time of the filing of the
14certificate of limited partnership in the office of the secretary of state with the
15department
or at any later time specified in the certificate of limited partnership, if
16there has been substantial compliance with this section.
AB150, s. 4503 17Section 4503. 179.12 (1) (intro.) of the statutes is amended to read:
AB150,1531,2018 179.12 (1) (intro.) A certificate of limited partnership is amended by filing a
19certificate of amendment in the office of the secretary of state with the department,
20together with a fee of $25. The certificate shall specify all of the following:
AB150, s. 4504 21Section 4504. 179.12 (6) of the statutes is amended to read:
AB150,1531,2422 179.12 (6) Except as otherwise provided in this chapter or in the certificate of
23amendment, a certificate of amendment is effective on its filing in the office of the
24secretary of state
department.
AB150, s. 4505 25Section 4505. 179.13 (intro.) of the statutes is amended to read:
AB150,1532,6
1179.13 Cancellation of certificate. (intro.) A certificate of limited
2partnership shall be canceled upon the dissolution and the commencement of
3winding up of the limited partnership or at any other time that there are no limited
4partners. A certificate of cancellation shall be filed together with a fee of $10 in the
5office of the secretary of state
with the department and shall specify all of the
6following:
AB150, s. 4506 7Section 4506. 179.14 (1) (intro.) of the statutes is amended to read:
AB150,1532,108 179.14 (1) (intro.) Each certificate required by this subchapter to be filed in the
9office of the secretary of state
with the department shall be executed in the following
10manner:
AB150, s. 4507 11Section 4507. 179.15 of the statutes is amended to read:
AB150,1532,18 12179.15 Execution of certificate by court order. If a person required by s.
13179.14 to execute any certificate fails or refuses to do so, any other person who is
14adversely affected by the failure or refusal, may petition the circuit court to direct
15the execution of the certificate. If the court finds that it is proper for the certificate
16to be executed and that any person so designated has failed or refused to execute the
17certificate, it shall order the secretary of state department to record an appropriate
18certificate.
AB150, s. 4508 19Section 4508. 179.16 (title) of the statutes is amended to read:
AB150,1532,20 20179.16 (title) Filing with the secretary of state department of revenue.
AB150, s. 4509 21Section 4509. 179.16 (1) (intro.) of the statutes is amended to read:
AB150,1533,322 179.16 (1) (intro.)  Two signed copies of the certificate of limited partnership
23and of any certificates of amendment or cancellation or of any court order under s.
24179.15 shall be delivered to the secretary of state department. A person who executes
25a certificate as an officer, general partner or fiduciary need not exhibit evidence of

1his or her authority as a prerequisite to filing. Unless the document does not conform
2to law, upon receipt of all filing fees the secretary of state department shall do all of
3the following:
AB150, s. 4510 4Section 4510. 179.16 (1) (b) of the statutes is amended to read:
AB150,1533,55 179.16 (1) (b) File one duplicate original in his or her office the department.
AB150, s. 4511 6Section 4511. 179.16 (2) of the statutes is amended to read:
AB150,1533,117 179.16 (2) Upon the filing of a certificate of amendment or court order of
8amendment in the office of the secretary of state department, the certificate of
9limited partnership shall be amended as set forth in the certificate or order, and upon
10the effective date of a certificate of cancellation or court order of cancellation, the
11certificate of limited partnership is canceled.
AB150, s. 4512 12Section 4512. 179.16 (3) (a) (intro.) of the statutes is amended to read:
AB150,1533,1413 179.16 (3) (a) (intro.) The secretary of state department may waive any of the
14following:
AB150, s. 4513 15Section 4513. 179.16 (3) (a) 2. of the statutes is amended to read:
AB150,1533,1816 179.16 (3) (a) 2. An omission or defect in a document, if the secretary of state
17department determines from the face of the document that the omission or defect is
18immaterial.
AB150, s. 4514 19Section 4514. 179.16 (4) (intro.) of the statutes is amended to read:
AB150,1533,2120 179.16 (4) (intro.) The secretary of state department shall charge and collect
21for:
AB150, s. 4515 22Section 4515. 179.16 (5) of the statutes is amended to read:
AB150,1534,223 179.16 (5) The secretary of state department shall charge and collect, for
24processing a document required or permitted to be filed under this chapter in an
25expeditious manner, or preparing the information under sub. (4) in an expeditious

1manner, the expedited service fee under s. 14.38 (9) s. 73.20 (4) in addition to the fee
2required by other provisions of this chapter.
AB150, s. 4516 3Section 4516. 179.18 of the statutes is amended to read:
AB150,1534,7 4179.18 Notice conferred by filing. The fact that a certificate of limited
5partnership is on file in the office of the secretary of state with the department is
6notice that the partnership is a limited partnership and the persons designated as
7general partners are general partners, but it is not notice of any other fact.
AB150, s. 4517 8Section 4517. 179.185 (1) of the statutes is amended to read:
AB150,1534,149 179.185 (1) A limited partnership may integrate into a single instrument the
10operative provisions of its certificate of limited partnership, as shown by the original
11certificate and amendments filed under this subchapter, and it may at the same time
12also further amend its certificate of limited partnership by adopting a restated
13certificate of limited partnership. The restated certificate shall be filed together with
14a fee of $25 in the office of the secretary of state with the department.
AB150, s. 4518 15Section 4518. 179.185 (4) of the statutes is amended to read:
AB150,1534,2016 179.185 (4) On filing the restated certificate with the secretary of state
17department, the original certificate, as amended under this subchapter, is
18superseded. After its filing, the restated certificate is the certificate of limited
19partnership of the limited partnership, but the original effective date of formation
20shall remain unchanged.
AB150, s. 4519 21Section 4519. 179.19 of the statutes is amended to read:
AB150,1535,2 22179.19 Delivery of certificates to limited partners. Upon the return by
23the secretary of state department under s. 179.16 of a certificate marked "Filed", the
24general partners shall promptly deliver or mail a copy of the certificate of limited

1partnership and each certificate to each limited partner unless the partnership
2agreement provides otherwise.
AB150, s. 4520 3Section 4520. 179.24 (1) (b) of the statutes is amended to read:
AB150,1535,74 179.24 (1) (b) Withdraws from future equity participation in the enterprise by
5executing and filing in the office of the secretary of state with the department,
6together with a $15 filing fee, a certificate declaring withdrawal under this
7paragraph.
AB150, s. 4521 8Section 4521. 179.82 (intro.) of the statutes is amended to read:
AB150,1535,13 9179.82 Registration. (intro.) Before transacting business in this state, a
10foreign limited partnership shall register with the secretary of state department. A
11foreign limited partnership shall submit in duplicate, together with a filing fee of
12$75, an application for registration as a foreign limited partnership, signed and
13sworn to by a general partner and setting forth all of the following:
AB150, s. 4522 14Section 4522. 179.82 (5) of the statutes is amended to read:
AB150,1535,1815 179.82 (5) A statement that the secretary of state department is appointed the
16agent of the foreign limited partnership for service of process under s. 179.88 if the
17agent's authority has been revoked or the agent cannot be found or served with the
18exercise of reasonable diligence.
AB150, s. 4523 19Section 4523. 179.83 (1) (intro.) of the statutes is amended to read:
AB150,1535,2220 179.83 (1) (intro.) If the secretary of state department finds that an application
21for registration conforms to law and all requisite fees have been paid, he or she the
22department
shall:
AB150, s. 4524 23Section 4524. 179.83 (1) (b) of the statutes is amended to read:
AB150,1535,2424 179.83 (1) (b) File in his or her office a duplicate original of the application.
AB150, s. 4525 25Section 4525. 179.84 of the statutes is amended to read:
AB150,1536,3
1179.84 Name. A foreign limited partnership may register with the secretary
2of state
department under any name that includes without abbreviation the words
3"limited partnership" and that could be registered by a domestic limited partnership.
AB150, s. 4526 4Section 4526. 179.85 of the statutes is amended to read:
AB150,1536,10 5179.85 Amendments. If any statement in the application for registration of
6a foreign limited partnership was false when made or any arrangements or other
7facts described have changed, making the application inaccurate in any respect, the
8foreign limited partnership shall promptly file in the office of the secretary of state
9with the department, together with a filing fee of $15, a certificate, signed and sworn
10to by a general partner, correcting the statement.
AB150, s. 4527 11Section 4527. 179.86 (1) of the statutes is amended to read:
AB150,1536,1412 179.86 (1) A foreign limited partnership may cancel its registration by filing
13with the secretary of state department, together with a filing fee of $15, a certificate
14of cancellation signed and sworn to by a general partner.
AB150, s. 4528 15Section 4528. 179.86 (2) of the statutes is amended to read:
AB150,1536,1816 179.86 (2) A cancellation does not terminate the authority of the secretary of
17state
department to accept service of process on the foreign limited partnership with
18respect to claims arising out of the transaction of business in this state.
AB150, s. 4529 19Section 4529. 179.87 (4) of the statutes is amended to read:
AB150,1536,2320 179.87 (4) A foreign limited partnership, by transacting business in this state
21without registration, appoints the secretary of state department as its agent for
22service of process under s. 179.88 with respect to claims arising out of the transaction
23of business in this state.
AB150, s. 4530 24Section 4530. 179.88 of the statutes is amended to read:
AB150,1537,10
1179.88 Substituted service. Service of process on the secretary of state
2department under this subchapter shall be made by serving of duplicate copies of the
3process on the secretary of state department, together with a fee of $10. The
4secretary of state department shall mail notice of the service and a copy of the process
5within 10 days addressed to the foreign limited partnership at its office in the state
6of its organization. The time within which the foreign limited partnership may
7answer or move to dismiss under s. 802.06 (2) does not start to run until 10 days after
8the date of the mailing. The secretary of state department shall keep a record of
9service of process under this section showing the day and hour of service and the date
10of mailing.
AB150, s. 4531 11Section 4531. 180.0103 (6m) of the statutes is created to read:
AB150,1537,1312 180.0103 (6m) "Department", except in subs. (8) and (18), means the
13department of revenue.
AB150, s. 4532 14Section 4532. 180.0120 (1) (intro.) of the statutes is amended to read:
AB150,1537,1815 180.0120 (1) (intro.) Except as provided in sub. (4), a document required or
16permitted to be filed under this chapter in the office of the secretary of state with the
17department
must satisfy all of the following requirements to be filed under s.
18180.0125 (2) (a):
AB150, s. 4533 19Section 4533. 180.0120 (1) (d) of the statutes is amended to read:
AB150,1537,2120 180.0120 (1) (d) Contain the name of the drafter, if required by s. 14.38 (14)
2173.20 (3).
AB150, s. 4534 22Section 4534. 180.0120 (1) (f) of the statutes is amended to read:
AB150,1537,2423 180.0120 (1) (f) Be on the form prescribed by the secretary of state department
24if the document is described in s. 180.0121 (1).
AB150, s. 4535 25Section 4535. 180.0120 (1) (g) of the statutes is amended to read:
AB150,1538,3
1180.0120 (1) (g) Be delivered to the office of the secretary of state department
2for filing and be accompanied by one exact or conformed copy and the filing fee
3required by s. 180.0122.
AB150, s. 4536 4Section 4536. 180.0120 (2) of the statutes is amended to read:
AB150,1538,75 180.0120 (2) The secretary of state department shall file photocopies or other
6reproduced copies of typewritten or printed documents if the copies are manually
7signed and satisfy this section.
AB150, s. 4537 8Section 4537. 180.0120 (4) of the statutes is amended to read:
AB150,1538,119 180.0120 (4) The secretary of state department may waive any of the
10requirements of subs. (1) to (3) if it appears from the face of the document that the
11document's failure to satisfy the requirement is immaterial.
AB150, s. 4538 12Section 4538. 180.0121 (1) (a) (intro.) of the statutes is amended to read:
AB150,1538,1413 180.0121 (1) (a) (intro.) The secretary of state department shall prescribe and
14furnish on request forms for all of the following documents:
AB150, s. 4539 15Section 4539. 180.0121 (1) (b) of the statutes is amended to read:
AB150,1538,1816 180.0121 (1) (b) The forms prescribed by the secretary of state department
17under par. (a) 1., 2. and 3. shall require disclosure of only the information required
18under ss. 180.1503, 180.1520, 180.1622 and 180.1921, respectively.
AB150, s. 4540 19Section 4540. 180.0121 (2) of the statutes is amended to read:
AB150,1538,2220 180.0121 (2) The secretary of state department may prescribe and furnish on
21request forms for other documents required or permitted to be filed by this chapter,
22but use of these forms is not mandatory.
AB150, s. 4541 23Section 4541. 180.0122 (1) (intro.) of the statutes is amended to read:
AB150,1539,3
1180.0122 (1) (intro.) The secretary of state department shall collect the
2following fees when the documents described in this subsection are delivered to him
3or her
for filing or, under pars. (e) and (f), the telephone applications are made:
AB150, s. 4542 4Section 4542. 180.0122 (2) of the statutes is amended to read:
AB150,1539,85 180.0122 (2) The secretary of state department shall collect a $10 fee each time
6process is served on him or her the department under this chapter. The party to a
7civil, criminal, administrative or investigatory proceeding causing service of process
8may recover this fee as costs if the party prevails in the proceeding.
AB150, s. 4543 9Section 4543. 180.0122 (3) (intro.) of the statutes is amended to read:
AB150,1539,1110 180.0122 (3) (intro.) The secretary of state department may not collect a fee for
11any of the following:
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