{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/50-73.77.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/50-73.77.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/50-73.77.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/50-73.77.html"}],"law_id":79428,"edition_id":1,"section_id":79428,"structure_id":13883,"section_number":"50-73.77","catch_line":"Transition and savings provisions","history":"1985, c. 607; 1987, c. 702; 1991, c. 434; 1993, c. 292; 1996, c. 292; 2007, c. 631; 2008, c. 586; 2010, c. 675.","full_text":"A\n\nThe repeal of Chapter 2 (§ 50-44 et seq.) of this title shall not impair the continued existence of a limited partnership formed prior to January 1, 1987.B\n\nThe provisions of this chapter requiring limited partnerships formed under the laws of the Commonwealth (i) to file a certificate of limited partnership under § 50-73.11, (ii) to maintain a principal office, registered office, and registered agent as required by § 50-73.4, (iii) to keep certain partnership records at its principal office as required by § 50-73.8, and (iv) to adopt a name that complies with the requirements of § 50-73.2, shall not apply to limited partnerships formed prior to January 1, 1987, under the laws of the Commonwealth until the first to occur of (a) the voluntary filing of a certificate under subsection C of this section or (b) such time as the limited partnership would have been required to file an amendment to its certificate pursuant to § 50-67 as it existed prior to its repeal.C\n\nAt the time a limited partnership formed prior to January 1, 1987, under the laws of the Commonwealth voluntarily elects to file a certificate under this subsection or is required to file a certificate under this subsection pursuant to the provisions of subsection B of this section, the limited partnership shall file an amended and restated certificate of limited partnership (i) in which it shall adopt a name meeting the requirements of § 50-73.2 and (ii) which shall contain (a) the information required by § 50-73.11, (b) the name under which its certificate of limited partnership, or any amendment thereto, was last filed under the Virginia Uniform Limited Partnership Act (§ 50-44 et seq.) as it existed prior to its repeal, and (c) the counties or cities in which its certificate of limited partnership, or any amendments thereto, had last been filed in the clerk’s office of such jurisdictions pursuant to the provisions of the Virginia Uniform Limited Partnership Act as it existed prior to its repeal. Within 30 days of such filing with the Commission, the limited partnership shall forward a copy of the amended and restated certificate of limited partnership, certified by the clerk of the Commission, to the clerk’s office or offices shown in the amended and restated certificate as being the clerk’s office or offices in which its certificate of limited partnership, or any amendment thereto, had last been filed pursuant to the provisions of the Virginia Uniform Limited Partnership Act as it existed prior to its repeal, with the appropriate fee required for each such filing.D\n\nThe failure to file an amended and restated certificate in compliance with subsection C of this section shall not impair the continued existence of a limited partnership formed prior to January 1, 1987, or the rights and liabilities of the parties in such a limited partnership set forth in § 50-66 as it existed prior to repeal, but the general partners of such a limited partnership shall be liable for any false statements in the limited partnership’s certificate of limited partnership as provided in § 50-73.18.E\n\nThe provisions of § 50-73.7 permitting service of process on a limited partnership’s registered agent or the Clerk of the Commission shall not apply to a limited partnership formed under the laws of the Commonwealth prior to January 1, 1987, until such time as the limited partnership files an amended and restated certificate of limited partnership pursuant to subsection C of this section.F\n\nAt the time a limited partnership formed before January 1, 1987, that has not previously filed a certificate of limited partnership under § 50-73.11, would have been required to cancel its certificate pursuant to § 50-67 as it existed before its repeal, the limited partnership shall file with the Commission an amended and restated certificate of limited partnership as described in subsection C of this section and a certificate of cancellation as described in § 50-73.52:4.","order_by":null,"text":{"0":{"id":284526,"text":"The repeal of Chapter 2 (§ 50-44 et seq.) of this title shall not impair the continued existence of a limited partnership formed prior to January 1, 1987.","type":"section","prefixes":["A"],"prefix":"A","entire_prefix":"A","prefix_anchor":"A","level":1,"next_prefix":"B"},"1":{"id":284527,"text":"The provisions of this chapter requiring limited partnerships formed under the laws of the Commonwealth (i) to file a certificate of limited partnership under § 50-73.11, (ii) to maintain a principal office, registered office, and registered agent as required by § 50-73.4, (iii) to keep certain partnership records at its principal office as required by § 50-73.8, and (iv) to adopt a name that complies with the requirements of § 50-73.2, shall not apply to limited partnerships formed prior to January 1, 1987, under the laws of the Commonwealth until the first to occur of (a) the voluntary filing of a certificate under subsection C of this section or (b) such time as the limited partnership would have been required to file an amendment to its certificate pursuant to § 50-67 as it existed prior to its repeal.","type":"section","prefixes":["B"],"prefix":"B","entire_prefix":"B","prefix_anchor":"B","level":1,"prior_prefix":"A","next_prefix":"C"},"2":{"id":284528,"text":"At the time a limited partnership formed prior to January 1, 1987, under the laws of the Commonwealth voluntarily elects to file a certificate under this subsection or is required to file a certificate under this subsection pursuant to the provisions of subsection B of this section, the limited partnership shall file an amended and restated certificate of limited partnership (i) in which it shall adopt a name meeting the requirements of § 50-73.2 and (ii) which shall contain (a) the information required by § 50-73.11, (b) the name under which its certificate of limited partnership, or any amendment thereto, was last filed under the Virginia Uniform Limited Partnership Act (§ 50-44 et seq.) as it existed prior to its repeal, and (c) the counties or cities in which its certificate of limited partnership, or any amendments thereto, had last been filed in the clerk’s office of such jurisdictions pursuant to the provisions of the Virginia Uniform Limited Partnership Act as it existed prior to its repeal. Within 30 days of such filing with the Commission, the limited partnership shall forward a copy of the amended and restated certificate of limited partnership, certified by the clerk of the Commission, to the clerk’s office or offices shown in the amended and restated certificate as being the clerk’s office or offices in which its certificate of limited partnership, or any amendment thereto, had last been filed pursuant to the provisions of the Virginia Uniform Limited Partnership Act as it existed prior to its repeal, with the appropriate fee required for each such filing.","type":"section","prefixes":["C"],"prefix":"C","entire_prefix":"C","prefix_anchor":"C","level":1,"prior_prefix":"B","next_prefix":"D"},"3":{"id":284529,"text":"The failure to file an amended and restated certificate in compliance with subsection C of this section shall not impair the continued existence of a limited partnership formed prior to January 1, 1987, or the rights and liabilities of the parties in such a limited partnership set forth in § 50-66 as it existed prior to repeal, but the general partners of such a limited partnership shall be liable for any false statements in the limited partnership’s certificate of limited partnership as provided in § 50-73.18.","type":"section","prefixes":["D"],"prefix":"D","entire_prefix":"D","prefix_anchor":"D","level":1,"prior_prefix":"C","next_prefix":"E"},"4":{"id":284530,"text":"The provisions of § 50-73.7 permitting service of process on a limited partnership’s registered agent or the Clerk of the Commission shall not apply to a limited partnership formed under the laws of the Commonwealth prior to January 1, 1987, until such time as the limited partnership files an amended and restated certificate of limited partnership pursuant to subsection C of this section.","type":"section","prefixes":["E"],"prefix":"E","entire_prefix":"E","prefix_anchor":"E","level":1,"prior_prefix":"D","next_prefix":"F"},"5":{"id":284531,"text":"At the time a limited partnership formed before January 1, 1987, that has not previously filed a certificate of limited partnership under § 50-73.11, would have been required to cancel its certificate pursuant to § 50-67 as it existed before its repeal, the limited partnership shall file with the Commission an amended and restated certificate of limited partnership as described in subsection C of this section and a certificate of cancellation as described in § 50-73.52:4.","type":"section","prefixes":["F"],"prefix":"F","entire_prefix":"F","prefix_anchor":"F","level":1,"prior_prefix":"E"}},"ancestry":[{"id":13883,"edition_id":1,"name":"Miscellaneous","identifier":"12","label":"article","depth":3,"order_by":1,"parent_id":13364,"metadata":{},"date_created":"2026-06-26 03:46:10","date_modified":"2026-06-26 03:46:10","permalink":{"id":234335,"object_type":"structure","relational_id":13883,"identifier":"12","token":"50\/2.1\/12","url":"\/50\/2.1\/12\/","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":80671,"structure_id":13883,"section_number":"50-73.72","catch_line":"Construction and application","url":"\/50-73.72\/","token":"50\/2.1\/12\/50-73.72","metadata":false},{"id":68203,"structure_id":13883,"section_number":"50-73.73","catch_line":"Short title","url":"\/50-73.73\/","token":"50\/2.1\/12\/50-73.73","metadata":false},{"id":67897,"structure_id":13883,"section_number":"50-73.74","catch_line":"Repealed","url":"\/50-73.74\/","token":"50\/2.1\/12\/50-73.74","metadata":false},{"id":58052,"structure_id":13883,"section_number":"50-73.75","catch_line":"Rules for cases not provided for in this chapter","url":"\/50-73.75\/","token":"50\/2.1\/12\/50-73.75","metadata":false},{"id":54916,"structure_id":13883,"section_number":"50-73.76","catch_line":"Application to existing limited partnership","url":"\/50-73.76\/","token":"50\/2.1\/12\/50-73.76","metadata":false},{"id":75412,"structure_id":13883,"section_number":"50-73.76:1","catch_line":"Property title records","url":"\/50-73.76_1\/","token":"50\/2.1\/12\/50-73.76_1","metadata":false},{"id":79428,"structure_id":13883,"section_number":"50-73.77","catch_line":"Transition and savings provisions","url":"\/50-73.77\/","token":"50\/2.1\/12\/50-73.77","metadata":false},{"id":82439,"structure_id":13883,"section_number":"50-73.78","catch_line":"Limited partnership as registered limited liability partnership","url":"\/50-73.78\/","token":"50\/2.1\/12\/50-73.78","metadata":false}],"previous_section":{"id":75412,"structure_id":13883,"section_number":"50-73.76:1","catch_line":"Property title records","url":"\/50-73.76_1\/","token":"50\/2.1\/12\/50-73.76_1","metadata":false},"next_section":{"id":82439,"structure_id":13883,"section_number":"50-73.78","catch_line":"Limited partnership as registered limited liability partnership","url":"\/50-73.78\/","token":"50\/2.1\/12\/50-73.78","metadata":false},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/50-73.77\/","history_text":"

This law was first created in 1985. The record of its establishment is cataloged in chapter 607 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. Unfortunately, the 1985 \u201cActs\u201d aren\u2019t available online. It has been modified 7 times. Those modifications are cataloged by \u201cThe Acts of Assembly,\u201d a state publication, by year and chapter. Those modifications that can be read on the General Assembly\u2019s website will be linked accordingly. Those modifications are as follows: in 1987, chapter 702; in 1991, chapter 434; in 1993, chapter 292; in 1996, chapter 292<\/a>; in 2007, chapter 631<\/a>; in 2008, chapter 586<\/a>; in 2010, chapter 675<\/a>.<\/p>","references":[{"id":59951,"section_number":"50-73.15","catch_line":"Execution of documents; penalty","order_by":null,"url":"\/50-73.15\/"},{"id":63507,"section_number":"50-73.17","catch_line":"Filing; fees; effective time and date","order_by":null,"url":"\/50-73.17\/"},{"id":54868,"section_number":"50-73.49","catch_line":"Dissolution generally","order_by":null,"url":"\/50-73.49\/"}],"refers_to":[{"id":79259,"section_number":"50-44","catch_line":"Repealed","order_by":null,"url":"\/50-44\/"},{"id":54341,"section_number":"50-73.11","catch_line":"Certificate of limited partnership","order_by":null,"url":"\/50-73.11\/"},{"id":71893,"section_number":"50-73.2","catch_line":"Name","order_by":null,"url":"\/50-73.2\/"},{"id":67739,"section_number":"50-73.4","catch_line":"Principal office, registered office, and registered agent","order_by":null,"url":"\/50-73.4\/"},{"id":81501,"section_number":"50-73.52:4","catch_line":"Certificate of cancellation","order_by":null,"url":"\/50-73.52_4\/"},{"id":57121,"section_number":"50-73.7","catch_line":"Service on limited partnership","order_by":null,"url":"\/50-73.7\/"},{"id":86051,"section_number":"50-73.8","catch_line":"Records to be kept","order_by":null,"url":"\/50-73.8\/"}],"permalink":{"id":234361,"object_type":"law","relational_id":79428,"identifier":"50-73.77","token":"50\/2.1\/12\/50-73.77","url":"\/50-73.77\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/50-73.77\/","token":"50\/2.1\/12\/50-73.77","dublin_core":{"Title":"Transition and savings provisions","Type":"Text","Format":"text\/html","Identifier":"\u00a7 50-73.77","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t

A.<\/span> The repeal of Chapter 2 (§ 50-44<\/a> et seq.) of this title shall not impair the continued existence of a limited partnership<\/span> formed prior to January 1, 1987. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

B.<\/span> The provisions of this chapter requiring limited partnerships<\/span> formed under the laws<\/span> of the Commonwealth (i) to file a certificate of limited partnership<\/span> under § 50-73.11<\/a>, (ii) to maintain a principal office<\/span>, registered office, and registered agent as required by § 50-73.4<\/a>, (iii) to keep certain partnership records at its principal office<\/span> as required by § 50-73.8<\/a>, and (iv) to adopt a name that complies with the requirements of § 50-73.2<\/a>, shall not apply to limited partnerships<\/span> formed prior to January 1, 1987, under the laws<\/span> of the Commonwealth until the first to occur of (a) the voluntary filing of a certificate under subsection C of this section or (b) such time as the limited partnership would have been required to file an amendment to its certificate pursuant to § 50-67 as it existed prior to its repeal. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

C.<\/span> At the time a limited partnership formed prior to January 1, 1987, under the laws<\/span> of the Commonwealth voluntarily elects to file a certificate under this subsection or is required to file a certificate under this subsection pursuant to the provisions of subsection B of this section, the limited partnership shall file an amended and restated certificate of limited partnership<\/span> (i) in which it shall adopt a name meeting the requirements of § 50-73.2<\/a> and (ii) which shall contain (a) the information required by § 50-73.11<\/a>, (b) the name under which its certificate of limited partnership<\/span>, or any amendment thereto, was last filed under the Virginia Uniform Limited Partnership Act (§ 50-44<\/a> et seq.) as it existed prior to its repeal, and (c) the counties or cities in which its certificate of limited partnership<\/span>, or any amendments thereto, had last been filed in the clerk’s office of such jurisdictions<\/span> pursuant to the provisions of the Virginia Uniform Limited Partnership Act as it existed prior to its repeal. Within 30 days of such filing with the Commission<\/span>, the limited partnership shall forward a copy of the amended and restated certificate of limited partnership<\/span>, certified by the clerk of the Commission<\/span>, to the clerk’s office or offices shown in the amended and restated certificate as being the clerk’s office or offices in which its certificate of limited partnership<\/span>, or any amendment thereto, had last been filed pursuant to the provisions of the Virginia Uniform Limited Partnership Act as it existed prior to its repeal, with the appropriate fee required for each such filing. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

D.<\/span> The failure to file an amended and restated certificate in compliance with subsection C of this section shall not impair the continued existence of a limited partnership formed prior to January 1, 1987, or the rights and liabilities of the parties in such a limited partnership set forth in § 50-66 as it existed prior to repeal, but the general partners<\/span> of such a limited partnership shall be liable for any false statements in the limited partnership’s certificate of limited partnership<\/span> as provided in § 50-73.18<\/a>. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

E.<\/span> The provisions of § 50-73.7<\/a> permitting service of process<\/span> on a limited partnership’s registered agent or the Clerk of the Commission<\/span> shall not apply to a limited partnership formed under the laws<\/span> of the Commonwealth prior to January 1, 1987, until such time as the limited partnership files an amended and restated certificate of limited partnership<\/span> pursuant to subsection C of this section. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

F.<\/span> At the time a limited partnership formed before January 1, 1987, that has not previously filed a certificate of limited partnership<\/span> under § 50-73.11<\/a>, would have been required to cancel its certificate pursuant to § 50-67 as it existed before its repeal, the limited partnership shall file with the Commission<\/span> an amended and restated certificate of limited partnership<\/span> as described in subsection C of this section and a certificate of cancellation as described in § 50-73.52:4<\/a>. <\/i><\/a><\/p><\/section>","plain_text":" CODE OF VIRGINIA\n\nTRANSITION AND SAVINGS PROVISIONS (\u00a7 50-73.77)\n\nA. The repeal of Chapter 2 (§ 50-44 et seq.) of this title shall not impair\nthe continued existence of a limited partnership formed prior to January 1,\n1987.\n\nB. The provisions of this chapter requiring limited partnerships formed under\nthe laws of the Commonwealth (i) to file a certificate of limited partnership\nunder § 50-73.11, (ii) to maintain a principal office, registered office,\nand registered agent as required by § 50-73.4, (iii) to keep certain\npartnership records at its principal office as required by § 50-73.8, and\n(iv) to adopt a name that complies with the requirements of § 50-73.2,\nshall not apply to limited partnerships formed prior to January 1, 1987, under\nthe laws of the Commonwealth until the first to occur of (a) the voluntary\nfiling of a certificate under subsection C of this section or (b) such time as\nthe limited partnership would have been required to file an amendment to its\ncertificate pursuant to § 50-67 as it existed prior to its repeal.\n\nC. At the time a limited partnership formed prior to January 1, 1987, under the\nlaws of the Commonwealth voluntarily elects to file a certificate under this\nsubsection or is required to file a certificate under this subsection pursuant\nto the provisions of subsection B of this section, the limited partnership shall\nfile an amended and restated certificate of limited partnership (i) in which it\nshall adopt a name meeting the requirements of § 50-73.2 and (ii) which\nshall contain (a) the information required by § 50-73.11, (b) the name\nunder which its certificate of limited partnership, or any amendment thereto,\nwas last filed under the Virginia Uniform Limited Partnership Act (§ 50-44\net seq.) as it existed prior to its repeal, and (c) the counties or cities in\nwhich its certificate of limited partnership, or any amendments thereto, had\nlast been filed in the clerk’s office of such jurisdictions pursuant to\nthe provisions of the Virginia Uniform Limited Partnership Act as it existed\nprior to its repeal. Within 30 days of such filing with the Commission, the\nlimited partnership shall forward a copy of the amended and restated certificate\nof limited partnership, certified by the clerk of the Commission, to the\nclerk’s office or offices shown in the amended and restated certificate as\nbeing the clerk’s office or offices in which its certificate of limited\npartnership, or any amendment thereto, had last been filed pursuant to the\nprovisions of the Virginia Uniform Limited Partnership Act as it existed prior\nto its repeal, with the appropriate fee required for each such filing.\n\nD. The failure to file an amended and restated certificate in compliance with\nsubsection C of this section shall not impair the continued existence of a\nlimited partnership formed prior to January 1, 1987, or the rights and\nliabilities of the parties in such a limited partnership set forth in §\n50-66 as it existed prior to repeal, but the general partners of such a limited\npartnership shall be liable for any false statements in the limited\npartnership’s certificate of limited partnership as provided in §\n50-73.18.\n\nE. The provisions of § 50-73.7 permitting service of process on a limited\npartnership’s registered agent or the Clerk of the Commission shall not\napply to a limited partnership formed under the laws of the Commonwealth prior\nto January 1, 1987, until such time as the limited partnership files an amended\nand restated certificate of limited partnership pursuant to subsection C of this\nsection.\n\nF. At the time a limited partnership formed before January 1, 1987, that has not\npreviously filed a certificate of limited partnership under § 50-73.11,\nwould have been required to cancel its certificate pursuant to § 50-67 as\nit existed before its repeal, the limited partnership shall file with the\nCommission an amended and restated certificate of limited partnership as\ndescribed in subsection C of this section and a certificate of cancellation as\ndescribed in § 50-73.52:4.\n\nHISTORY: 1985, c. 607; 1987, c. 702; 1991, c. 434; 1993, c. 292; 1996, c. 292;\n2007, c. 631; 2008, c. 586; 2010, c. 675.","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}}