{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/50-73.52_7.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/50-73.52_7.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/50-73.52_7.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/50-73.52_7.html"}],"law_id":71264,"edition_id":1,"section_id":71264,"structure_id":13848,"section_number":"50-73.52:7","catch_line":"Reinstatement of a limited partnership that has ceased to exist","history":"2008, c. 586.","full_text":"A\n\nA limited partnership that has ceased to exist may apply to the Commission for reinstatement within five years thereafter, unless the cancellation was by order of the Commission (i) entered pursuant to subdivision A 1 of &#xA7; 50-73.52:6 or (ii) entered pursuant to &#xA7; 50-73.50 and the circuit court&#8217;s decree directing dissolution contains no provision for reinstatement of the existence of the limited partnership.B\n\nTo have the certificate of limited partnership reinstated, a limited partnership shall provide the Commission with the following:1\n\nAn application for reinstatement signed by a general partner of the limited partnership or, if there are no general partners, a limited partner, which may be in the form of a letter;2\n\nA reinstatement fee of $100;3\n\nAll annual registration fees required by &#xA7; 50-73.67 and penalties that were due before the certificate of limited partnership was canceled and that would have been assessed or imposed to the date of reinstatement if the limited partnership&#8217;s certificate of limited partnership had not been canceled;4\n\nIf the name of the limited partnership does not comply with the provisions of &#xA7; 50-73.2 at the time of reinstatement, an amendment to the certificate of limited partnership to change the limited partnership&#8217;s name to a name that satisfies the provisions of &#xA7; 50-73.2, with the fee required by this chapter for the filing of an amendment to the certificate of limited partnership; and5\n\nIf the limited partnership&#8217;s registered agent has filed a statement of resignation and a new registered agent has not been appointed, a statement of change pursuant to &#xA7; 50-73.5.C\n\nIf the limited partnership complies with the provisions of this section, the Commission shall enter an order of reinstatement of existence. Upon entry of the order, the existence of the limited partnership shall be deemed to have continued from the date of the cancellation as if cancellation had never occurred, and any liability incurred by the limited partnership or a partner or other agent after the cancellation and before the reinstatement is determined as if cancellation of the limited partnership&#8217;s existence had never occurred.","order_by":null,"text":{"0":{"id":256848,"text":"A limited partnership that has ceased to exist may apply to the Commission for reinstatement within five years thereafter, unless the cancellation was by order of the Commission (i) entered pursuant to subdivision A 1 of &#xA7; 50-73.52:6 or (ii) entered pursuant to &#xA7; 50-73.50 and the circuit court&#8217;s decree directing dissolution contains no provision for reinstatement of the existence of the limited partnership.","type":"section","prefixes":["A"],"prefix":"A","entire_prefix":"A","prefix_anchor":"A","level":1,"next_prefix":"B"},"1":{"id":256849,"text":"To have the certificate of limited partnership reinstated, a limited partnership shall provide the Commission with the following:","type":"section","prefixes":["B"],"prefix":"B","entire_prefix":"B","prefix_anchor":"B","level":1,"prior_prefix":"A","next_prefix":"B1"},"2":{"id":256850,"text":"An application for reinstatement signed by a general partner of the limited partnership or, if there are no general partners, a limited partner, which may be in the form of a letter;","type":"section","prefixes":["B","1"],"prefix":"1","entire_prefix":"B1","prefix_anchor":"B1","level":2,"prior_prefix":"B","next_prefix":"B2"},"3":{"id":256851,"text":"A reinstatement fee of $100;","type":"section","prefixes":["B","2"],"prefix":"2","entire_prefix":"B2","prefix_anchor":"B2","level":2,"prior_prefix":"B1","next_prefix":"B3"},"4":{"id":256852,"text":"All annual registration fees required by &#xA7; 50-73.67 and penalties that were due before the certificate of limited partnership was canceled and that would have been assessed or imposed to the date of reinstatement if the limited partnership&#8217;s certificate of limited partnership had not been canceled;","type":"section","prefixes":["B","3"],"prefix":"3","entire_prefix":"B3","prefix_anchor":"B3","level":2,"prior_prefix":"B2","next_prefix":"B4"},"5":{"id":256853,"text":"If the name of the limited partnership does not comply with the provisions of &#xA7; 50-73.2 at the time of reinstatement, an amendment to the certificate of limited partnership to change the limited partnership&#8217;s name to a name that satisfies the provisions of &#xA7; 50-73.2, with the fee required by this chapter for the filing of an amendment to the certificate of limited partnership; and","type":"section","prefixes":["B","4"],"prefix":"4","entire_prefix":"B4","prefix_anchor":"B4","level":2,"prior_prefix":"B3","next_prefix":"B5"},"6":{"id":256854,"text":"If the limited partnership&#8217;s registered agent has filed a statement of resignation and a new registered agent has not been appointed, a statement of change pursuant to &#xA7; 50-73.5.","type":"section","prefixes":["B","5"],"prefix":"5","entire_prefix":"B5","prefix_anchor":"B5","level":2,"prior_prefix":"B4","next_prefix":"C"},"7":{"id":256855,"text":"If the limited partnership complies with the provisions of this section, the Commission shall enter an order of reinstatement of existence. Upon entry of the order, the existence of the limited partnership shall be deemed to have continued from the date of the cancellation as if cancellation had never occurred, and any liability incurred by the limited partnership or a partner or other agent after the cancellation and before the reinstatement is determined as if cancellation of the limited partnership&#8217;s existence had never occurred.","type":"section","prefixes":["C"],"prefix":"C","entire_prefix":"C","prefix_anchor":"C","level":1,"prior_prefix":"B5"}},"ancestry":[{"id":13848,"edition_id":1,"name":"Dissolution","identifier":"8","label":"article","depth":3,"order_by":1,"parent_id":13364,"metadata":{},"date_created":"2026-06-26 03:46:04","date_modified":"2026-06-26 03:46:04","permalink":{"id":234583,"object_type":"structure","relational_id":13848,"identifier":"8","token":"50\/2.1\/8","url":"\/50\/2.1\/8\/","edition_id":1,"permalink":0,"preferred":1}},{"id":13364,"edition_id":1,"name":"Virginia Revised Uniform Limited Partnership Act","identifier":"2.1","label":"chapter","depth":2,"order_by":1,"parent_id":12957,"metadata":{},"date_created":"2026-06-26 03:44:43","date_modified":"2026-06-26 03:44:43","permalink":{"id":234243,"object_type":"structure","relational_id":13364,"identifier":"2.1","token":"50\/2.1","url":"\/50\/2.1\/","edition_id":1,"permalink":0,"preferred":1}},{"id":12957,"edition_id":1,"name":"Partnerships","identifier":"50","label":"title","depth":1,"order_by":1,"parent_id":null,"metadata":{},"date_created":"2026-06-26 03:44:04","date_modified":"2026-06-26 03:44:04","permalink":{"id":234229,"object_type":"structure","relational_id":12957,"identifier":"50","token":"50","url":"\/50\/","edition_id":1,"permalink":0,"preferred":1}}],"structure_contents":[{"id":54868,"structure_id":13848,"section_number":"50-73.49","catch_line":"Dissolution generally","url":"\/50-73.49\/","token":"50\/2.1\/8\/50-73.49","metadata":false},{"id":68061,"structure_id":13848,"section_number":"50-73.50","catch_line":"Judicial dissolution","url":"\/50-73.50\/","token":"50\/2.1\/8\/50-73.50","metadata":false},{"id":75807,"structure_id":13848,"section_number":"50-73.51","catch_line":"Winding up","url":"\/50-73.51\/","token":"50\/2.1\/8\/50-73.51","metadata":false},{"id":76173,"structure_id":13848,"section_number":"50-73.52","catch_line":"Distribution of assets","url":"\/50-73.52\/","token":"50\/2.1\/8\/50-73.52","metadata":false},{"id":87133,"structure_id":13848,"section_number":"50-73.52:1","catch_line":"Known claims against dissolved limited partnership","url":"\/50-73.52_1\/","token":"50\/2.1\/8\/50-73.52_1","metadata":false},{"id":60611,"structure_id":13848,"section_number":"50-73.52:2","catch_line":"Other claims against dissolved limited partnership","url":"\/50-73.52_2\/","token":"50\/2.1\/8\/50-73.52_2","metadata":false},{"id":67316,"structure_id":13848,"section_number":"50-73.52:3","catch_line":"Court proceedings","url":"\/50-73.52_3\/","token":"50\/2.1\/8\/50-73.52_3","metadata":false},{"id":81501,"structure_id":13848,"section_number":"50-73.52:4","catch_line":"Certificate of cancellation","url":"\/50-73.52_4\/","token":"50\/2.1\/8\/50-73.52_4","metadata":false},{"id":81655,"structure_id":13848,"section_number":"50-73.52:5","catch_line":"Automatic cancellation of limited partnership existence","url":"\/50-73.52_5\/","token":"50\/2.1\/8\/50-73.52_5","metadata":false},{"id":56868,"structure_id":13848,"section_number":"50-73.52:6","catch_line":"Involuntary cancellation of limited partnership existence","url":"\/50-73.52_6\/","token":"50\/2.1\/8\/50-73.52_6","metadata":false},{"id":71264,"structure_id":13848,"section_number":"50-73.52:7","catch_line":"Reinstatement of a limited partnership that has ceased to exist","url":"\/50-73.52_7\/","token":"50\/2.1\/8\/50-73.52_7","metadata":false}],"previous_section":{"id":56868,"structure_id":13848,"section_number":"50-73.52:6","catch_line":"Involuntary cancellation of limited partnership existence","url":"\/50-73.52_6\/","token":"50\/2.1\/8\/50-73.52_6","metadata":false},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/50-73.52:7\/","history_text":"<p>This law was first created in 2008. The record of its establishment is cataloged in chapter <a href=\"https:\/\/legacylis.virginia.gov\/cgi-bin\/legp604.exe?081+ful+CHAP0586\">586<\/a> of that year\u2019s edition of \u201cActs of Assembly,\u201d the annual state publication listing all changes made to the Code of Virginia in that year.<\/p>","references":false,"refers_to":[{"id":71893,"section_number":"50-73.2","catch_line":"Name","order_by":null,"url":"\/50-73.2\/"},{"id":68061,"section_number":"50-73.50","catch_line":"Judicial dissolution","order_by":null,"url":"\/50-73.50\/"},{"id":56868,"section_number":"50-73.52:6","catch_line":"Involuntary cancellation of limited partnership existence","order_by":null,"url":"\/50-73.52_6\/"},{"id":81670,"section_number":"50-73.67","catch_line":"Annual registration fees to be paid by domestic and foreign limited partnerships","order_by":null,"url":"\/50-73.67\/"}],"permalink":{"id":234625,"object_type":"law","relational_id":71264,"identifier":"50-73.52:7","token":"50\/2.1\/8\/50-73.52_7","url":"\/50-73.52_7\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/50-73.52_7\/","token":"50\/2.1\/8\/50-73.52_7","dublin_core":{"Title":"Reinstatement of a limited partnership that has ceased to exist","Type":"Text","Format":"text\/html","Identifier":"\u00a7 50-73.52:7","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t<section id=\"A\"><p><span class=\"prefix-number\">A.<\/span> A <span class=\"dictionary\">limited partnership<\/span> that has ceased to exist may apply to the <span class=\"dictionary\">Commission<\/span> for reinstatement within five years thereafter, unless the cancellation was by <span class=\"dictionary\">order<\/span> of the <span class=\"dictionary\">Commission<\/span> (i) entered pursuant to subdivision A 1 of &#xA7; <a class=\"law\" title=\"Involuntary cancellation of limited partnership existence\" href=\"\/50-73.52_6\/\">50-73.52:6<\/a> or (ii) entered pursuant to &#xA7; <a class=\"law\" title=\"Judicial dissolution\" href=\"\/50-73.50\/\">50-73.50<\/a> and the <span class=\"dictionary\">circuit<\/span> <span class=\"dictionary\">court<\/span>&#8217;s <span class=\"dictionary\">decree<\/span> directing dissolution contains no provision for reinstatement of the existence of the <span class=\"dictionary\">limited partnership<\/span>. <a id=\"paragraph-256848\" class=\"section-permalink\" href=\"https:\/\/vacode.org\/50-73.52_7\/#A\"><i class=\"fa fa-link\"><\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t<section id=\"B\"><p><span class=\"prefix-number\">B.<\/span> To have the <span class=\"dictionary\">certificate of limited partnership<\/span> reinstated, a limited partnership shall provide the <span class=\"dictionary\">Commission<\/span> with the following: <a id=\"paragraph-256849\" class=\"section-permalink\" href=\"https:\/\/vacode.org\/50-73.52_7\/#B\"><i class=\"fa fa-link\"><\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t<section id=\"B1\" class=\"indent-1\"><p><span class=\"prefix-number\">1.<\/span> An application for reinstatement signed by a <span class=\"dictionary\">general partner<\/span> of the limited partnership or, if there are no <span class=\"dictionary\">general partners<\/span>, a <span class=\"dictionary\">limited partner<\/span>, which may be in the form of a letter; <a id=\"paragraph-256850\" class=\"section-permalink\" href=\"https:\/\/vacode.org\/50-73.52_7\/#B1\"><i class=\"fa fa-link\"><\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t<section id=\"B2\" class=\"indent-1\"><p><span class=\"prefix-number\">2.<\/span> A reinstatement fee of $100; <a id=\"paragraph-256851\" class=\"section-permalink\" href=\"https:\/\/vacode.org\/50-73.52_7\/#B2\"><i class=\"fa fa-link\"><\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t<section id=\"B3\" class=\"indent-1\"><p><span class=\"prefix-number\">3.<\/span> All annual registration fees required by &#xA7; <a class=\"law\" title=\"Annual registration fees to be paid by domestic and foreign limited partnerships\" href=\"\/50-73.67\/\">50-73.67<\/a> and penalties that were due before the <span class=\"dictionary\">certificate of limited partnership<\/span> was canceled and that would have been assessed or imposed to the date of reinstatement if the limited partnership&#8217;s <span class=\"dictionary\">certificate of limited partnership<\/span> had not been canceled; <a id=\"paragraph-256852\" class=\"section-permalink\" href=\"https:\/\/vacode.org\/50-73.52_7\/#B3\"><i class=\"fa fa-link\"><\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t<section id=\"B4\" class=\"indent-1\"><p><span class=\"prefix-number\">4.<\/span> If the name of the limited partnership does not comply with the provisions of &#xA7; <a class=\"law\" title=\"Name\" href=\"\/50-73.2\/\">50-73.2<\/a> at the time of reinstatement, an amendment to the <span class=\"dictionary\">certificate of limited partnership<\/span> to change the limited partnership&#8217;s name to a name that satisfies the provisions of &#xA7; <a class=\"law\" title=\"Name\" href=\"\/50-73.2\/\">50-73.2<\/a>, with the fee required by this chapter for the filing of an amendment to the <span class=\"dictionary\">certificate of limited partnership<\/span>; and <a id=\"paragraph-256853\" class=\"section-permalink\" href=\"https:\/\/vacode.org\/50-73.52_7\/#B4\"><i class=\"fa fa-link\"><\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t<section id=\"B5\" class=\"indent-1\"><p><span class=\"prefix-number\">5.<\/span> If the limited partnership&#8217;s registered agent has filed a statement of resignation and a new registered agent has not been appointed, a statement of change pursuant to &#xA7; <a class=\"law\" title=\"Change of registered office or registered agent\" href=\"\/50-73.5\/\">50-73.5<\/a>. <a id=\"paragraph-256854\" class=\"section-permalink\" href=\"https:\/\/vacode.org\/50-73.52_7\/#B5\"><i class=\"fa fa-link\"><\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t<section id=\"C\"><p><span class=\"prefix-number\">C.<\/span> If the limited partnership complies with the provisions of this section, the <span class=\"dictionary\">Commission<\/span> shall enter an <span class=\"dictionary\">order<\/span> of reinstatement of existence. Upon entry of the <span class=\"dictionary\">order<\/span>, the existence of the limited partnership shall be deemed to have continued from the date of the cancellation as if cancellation had never occurred, and any liability incurred by the limited partnership or a partner or other agent after the cancellation and before the reinstatement is determined as if cancellation of the limited partnership&#8217;s existence had never occurred. <a id=\"paragraph-256855\" class=\"section-permalink\" href=\"https:\/\/vacode.org\/50-73.52_7\/#C\"><i class=\"fa fa-link\"><\/i><\/a><\/p><\/section>","plain_text":"                                 CODE OF VIRGINIA\n\nREINSTATEMENT OF A LIMITED PARTNERSHIP THAT HAS CEASED TO EXIST (\u00a7 50-73.52:7)\n\nA. A limited partnership that has ceased to exist may apply to the Commission\nfor reinstatement within five years thereafter, unless the cancellation was by\norder of the Commission (i) entered pursuant to subdivision A 1 of &#xA7;\n50-73.52:6 or (ii) entered pursuant to &#xA7; 50-73.50 and the circuit\ncourt&#8217;s decree directing dissolution contains no provision for\nreinstatement of the existence of the limited partnership.\n\nB. To have the certificate of limited partnership reinstated, a limited\npartnership shall provide the Commission with the following:\n\n   1. An application for reinstatement signed by a general partner of the limited\n   partnership or, if there are no general partners, a limited partner, which may\n   be in the form of a letter;\n\n   2. A reinstatement fee of $100;\n\n   3. All annual registration fees required by &#xA7; 50-73.67 and penalties that\n   were due before the certificate of limited partnership was canceled and that\n   would have been assessed or imposed to the date of reinstatement if the\n   limited partnership&#8217;s certificate of limited partnership had not been\n   canceled;\n\n   4. If the name of the limited partnership does not comply with the provisions\n   of &#xA7; 50-73.2 at the time of reinstatement, an amendment to the\n   certificate of limited partnership to change the limited partnership&#8217;s\n   name to a name that satisfies the provisions of &#xA7; 50-73.2, with the fee\n   required by this chapter for the filing of an amendment to the certificate of\n   limited partnership; and\n\n   5. If the limited partnership&#8217;s registered agent has filed a statement\n   of resignation and a new registered agent has not been appointed, a statement\n   of change pursuant to &#xA7; 50-73.5.\n\nC. If the limited partnership complies with the provisions of this section, the\nCommission shall enter an order of reinstatement of existence. Upon entry of the\norder, the existence of the limited partnership shall be deemed to have\ncontinued from the date of the cancellation as if cancellation had never\noccurred, and any liability incurred by the limited partnership or a partner or\nother agent after the cancellation and before the reinstatement is determined as\nif cancellation of the limited partnership&#8217;s existence had never occurred.\n\nHISTORY: 2008, c. 586.","edition":{"id":1,"name":"2025","slug":"2025","date_created":"2026-06-21 22:39:22","date_modified":"2026-06-21 22:39:22","current":1,"order_by":1,"last_import":null}}