The double meaning of “designated office”: company law/commercial law
United States: The Double Meaning of “Designated Office”
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The concept of “designated office” is important for domestic and foreign limited partnerships under the California Uniform Limited Partnership Act of 2008. In order to form a limited partnership under the law, the limited partnership certificate must specify the civic address of the limited partnership. initial designated office of the partnership. Cal. Company Code § 15902.01(a)(2). If the mailing address is different, the certificate must also provide that address. Cal. Company Code § 15902.01(a)(5). In order to register a foreign limited partnership to conduct intrastate transactions, the application must also specify the designated office of the company. Cal. Company Code § 15909.02(a)(3).
This brings us, of course, to the question of what makes an Office a “designated Office”? It turns out that the answer is not the same for domestic and foreign limited partnerships. In the case of a national limited partnership, the designated office is the office which it is required to designate and maintain in accordance with article 15901.14. Cal. Company Code § 15909.02(e). This statute requires the limitation to designate and maintain in California an office, which need not be a place of business in California. In the case of a foreign limited partnership, the registered office is the principal executive office of the foreign limited partnership, whether in California or elsewhere. Cal. Company Code § 15901.02(aa).
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