{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/50-73.93.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/50-73.93.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/50-73.93.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/50-73.93.html"}],"law_id":59704,"edition_id":1,"section_id":59704,"structure_id":15631,"section_number":"50-73.93","catch_line":"Statement of partnership authority","history":"1996, c. 292; 2002, c. 441; 2003, c. 567; 2004, c. 274; 2007, c. 631.","full_text":"A\n\nA partnership may file a statement of partnership authority, which:1\n\nShall include:\n\t\t\t\ta. The name of the partnership;\n\t\t\t\tb. The name of the state or other jurisdiction under whose law it is formed, and if the partnership was previously authorized or registered to transact business in the Commonwealth as a foreign corporation, limited liability company, business trust, limited partnership, or registered limited liability partnership, with respect to every such prior authorization or registration, (i) the name of the entity; (ii) the entity type; (iii) the state or other jurisdiction of incorporation, organization, or formation; and (iv) the entity identification number issued to it by the Commission;\n\t\t\t\tc. The street address of its principal office and of one office in the Commonwealth, if there is one;\n\t\t\t\td. The names and mailing addresses of all of the partners or of an agent appointed and maintained by the partnership for the purpose of subsection B; and\n\t\t\t\te. The names of the partners authorized to execute an instrument transferring real property held in the name of the partnership; and2\n\nMay state the authority, or limitations on the authority, of some or all of the partners to enter into other transactions on behalf of the partnership and any other matter.B\n\nIf a statement of partnership authority names an agent, the agent shall maintain a list of the names and mailing addresses of all of the partners and make it available to any person on request for good cause shown.C\n\nIf a filed statement of partnership authority is executed pursuant to subsection C of § 50-73.83 and states the name of the partnership but does not contain all of the other information required by subsection A, the statement nevertheless operates with respect to a person not a partner as provided in subsections D and E.D\n\nExcept as otherwise provided in subsection G, a filed statement of partnership authority supplements the authority of a partner to enter into transactions on behalf of the partnership as follows:1\n\nExcept for transfers of real property, a grant of authority contained in a filed statement of partnership authority is conclusive in favor of a person who gives value without knowledge to the contrary, so long as and to the extent that a limitation on that authority is not then contained in another filed statement. A filed cancellation of a limitation on authority revives the previous grant of authority.2\n\nA grant of authority to transfer real property held in the name of the partnership contained in a filed statement of partnership authority is conclusive in favor of a person who gives value without knowledge to the contrary, so long as and to the extent that a limitation on that authority is not then of record with the Commission. The filing of a cancellation of a limitation on authority revives the previous grant of authority.E\n\nA person not a partner is deemed to know of a limitation on the authority of a partner to transfer real property held in the name of the partnership if a filed statement containing the limitation on authority is of record with the Commission.F\n\nExcept as otherwise provided in subsections D and E and §§ 50-73.115 and 50-73.121, a person not a partner is not deemed to know of a limitation on the authority of a partner merely because the limitation is contained in a filed statement.G\n\nUnless earlier canceled, a filed statement of partnership authority is canceled by operation of law five years after the date on which the statement, the most recent renewal, or the most recent amendment, was filed with the Commission.H\n\nA partnership that changes its name shall promptly amend its statement of partnership authority to reflect its new name unless its statement of partnership authority has been canceled.","order_by":null,"text":{"0":{"id":218650,"text":"A partnership may file a statement of partnership authority, which:","type":"section","prefixes":["A"],"prefix":"A","entire_prefix":"A","prefix_anchor":"A","level":1,"next_prefix":"A1"},"1":{"id":218651,"text":"Shall include:\n\t\t\t\ta. The name of the partnership;\n\t\t\t\tb. The name of the state or other jurisdiction under whose law it is formed, and if the partnership was previously authorized or registered to transact business in the Commonwealth as a foreign corporation, limited liability company, business trust, limited partnership, or registered limited liability partnership, with respect to every such prior authorization or registration, (i) the name of the entity; (ii) the entity type; (iii) the state or other jurisdiction of incorporation, organization, or formation; and (iv) the entity identification number issued to it by the Commission;\n\t\t\t\tc. The street address of its principal office and of one office in the Commonwealth, if there is one;\n\t\t\t\td. The names and mailing addresses of all of the partners or of an agent appointed and maintained by the partnership for the purpose of subsection B; and\n\t\t\t\te. The names of the partners authorized to execute an instrument transferring real property held in the name of the partnership; and","type":"section","prefixes":["A","1"],"prefix":"1","entire_prefix":"A1","prefix_anchor":"A1","level":2,"prior_prefix":"A","next_prefix":"A2"},"2":{"id":218652,"text":"May state the authority, or limitations on the authority, of some or all of the partners to enter into other transactions on behalf of the partnership and any other matter.","type":"section","prefixes":["A","2"],"prefix":"2","entire_prefix":"A2","prefix_anchor":"A2","level":2,"prior_prefix":"A1","next_prefix":"B"},"3":{"id":218653,"text":"If a statement of partnership authority names an agent, the agent shall maintain a list of the names and mailing addresses of all of the partners and make it available to any person on request for good cause shown.","type":"section","prefixes":["B"],"prefix":"B","entire_prefix":"B","prefix_anchor":"B","level":1,"prior_prefix":"A2","next_prefix":"C"},"4":{"id":218654,"text":"If a filed statement of partnership authority is executed pursuant to subsection C of § 50-73.83 and states the name of the partnership but does not contain all of the other information required by subsection A, the statement nevertheless operates with respect to a person not a partner as provided in subsections D and E.","type":"section","prefixes":["C"],"prefix":"C","entire_prefix":"C","prefix_anchor":"C","level":1,"prior_prefix":"B","next_prefix":"D"},"5":{"id":218655,"text":"Except as otherwise provided in subsection G, a filed statement of partnership authority supplements the authority of a partner to enter into transactions on behalf of the partnership as follows:","type":"section","prefixes":["D"],"prefix":"D","entire_prefix":"D","prefix_anchor":"D","level":1,"prior_prefix":"C","next_prefix":"D1"},"6":{"id":218656,"text":"Except for transfers of real property, a grant of authority contained in a filed statement of partnership authority is conclusive in favor of a person who gives value without knowledge to the contrary, so long as and to the extent that a limitation on that authority is not then contained in another filed statement. A filed cancellation of a limitation on authority revives the previous grant of authority.","type":"section","prefixes":["D","1"],"prefix":"1","entire_prefix":"D1","prefix_anchor":"D1","level":2,"prior_prefix":"D","next_prefix":"D2"},"7":{"id":218657,"text":"A grant of authority to transfer real property held in the name of the partnership contained in a filed statement of partnership authority is conclusive in favor of a person who gives value without knowledge to the contrary, so long as and to the extent that a limitation on that authority is not then of record with the Commission. The filing of a cancellation of a limitation on authority revives the previous grant of authority.","type":"section","prefixes":["D","2"],"prefix":"2","entire_prefix":"D2","prefix_anchor":"D2","level":2,"prior_prefix":"D1","next_prefix":"E"},"8":{"id":218658,"text":"A person not a partner is deemed to know of a limitation on the authority of a partner to transfer real property held in the name of the partnership if a filed statement containing the limitation on authority is of record with the Commission.","type":"section","prefixes":["E"],"prefix":"E","entire_prefix":"E","prefix_anchor":"E","level":1,"prior_prefix":"D2","next_prefix":"F"},"9":{"id":218659,"text":"Except as otherwise provided in subsections D and E and §§ 50-73.115 and 50-73.121, a person not a partner is not deemed to know of a limitation on the authority of a partner merely because the limitation is contained in a filed statement.","type":"section","prefixes":["F"],"prefix":"F","entire_prefix":"F","prefix_anchor":"F","level":1,"prior_prefix":"E","next_prefix":"G"},"10":{"id":218660,"text":"Unless earlier canceled, a filed statement of partnership authority is canceled by operation of law five years after the date on which the statement, the most recent renewal, or the most recent amendment, was filed with the Commission.","type":"section","prefixes":["G"],"prefix":"G","entire_prefix":"G","prefix_anchor":"G","level":1,"prior_prefix":"F","next_prefix":"H"},"11":{"id":218661,"text":"A partnership that changes its name shall promptly amend its statement of partnership authority to reflect its new name unless its statement of partnership authority has been canceled.","type":"section","prefixes":["H"],"prefix":"H","entire_prefix":"H","prefix_anchor":"H","level":1,"prior_prefix":"G"}},"ancestry":[{"id":15631,"edition_id":1,"name":"Relations of Partners to Persons Dealing With Partnership","identifier":"3","label":"article","depth":3,"order_by":1,"parent_id":12958,"metadata":{},"date_created":"2026-06-26 03:57:08","date_modified":"2026-06-26 03:57:08","permalink":{"id":234775,"object_type":"structure","relational_id":15631,"identifier":"3","token":"50\/2.2\/3","url":"\/50\/2.2\/3\/","edition_id":1,"permalink":0,"preferred":1}},{"id":12958,"edition_id":1,"name":"Virginia Uniform Partnership Act","identifier":"2.2","label":"chapter","depth":2,"order_by":1,"parent_id":12957,"metadata":{},"date_created":"2026-06-26 03:44:04","date_modified":"2026-06-26 03:44:04","permalink":{"id":234691,"object_type":"structure","relational_id":12958,"identifier":"2.2","token":"50\/2.2","url":"\/50\/2.2\/","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":78463,"structure_id":15631,"section_number":"50-73.91","catch_line":"Partner agent of partnership","url":"\/50-73.91\/","token":"50\/2.2\/3\/50-73.91","metadata":false},{"id":62308,"structure_id":15631,"section_number":"50-73.92","catch_line":"Transfer of partnership property","url":"\/50-73.92\/","token":"50\/2.2\/3\/50-73.92","metadata":false},{"id":59704,"structure_id":15631,"section_number":"50-73.93","catch_line":"Statement of partnership authority","url":"\/50-73.93\/","token":"50\/2.2\/3\/50-73.93","metadata":false},{"id":75044,"structure_id":15631,"section_number":"50-73.94","catch_line":"Statement of denial","url":"\/50-73.94\/","token":"50\/2.2\/3\/50-73.94","metadata":false},{"id":61175,"structure_id":15631,"section_number":"50-73.95","catch_line":"Partnership liable for partner's actionable conduct","url":"\/50-73.95\/","token":"50\/2.2\/3\/50-73.95","metadata":false},{"id":78386,"structure_id":15631,"section_number":"50-73.96","catch_line":"Partner's liability","url":"\/50-73.96\/","token":"50\/2.2\/3\/50-73.96","metadata":false},{"id":84681,"structure_id":15631,"section_number":"50-73.97","catch_line":"Actions by and against partnership and partners","url":"\/50-73.97\/","token":"50\/2.2\/3\/50-73.97","metadata":false},{"id":86574,"structure_id":15631,"section_number":"50-73.98","catch_line":"Liability of purported partner","url":"\/50-73.98\/","token":"50\/2.2\/3\/50-73.98","metadata":false}],"previous_section":{"id":62308,"structure_id":15631,"section_number":"50-73.92","catch_line":"Transfer of partnership property","url":"\/50-73.92\/","token":"50\/2.2\/3\/50-73.92","metadata":false},"next_section":{"id":75044,"structure_id":15631,"section_number":"50-73.94","catch_line":"Statement of denial","url":"\/50-73.94\/","token":"50\/2.2\/3\/50-73.94","metadata":false},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/50-73.93\/","history_text":"

This law was first created in 1996. The record of its establishment is cataloged in chapter 292<\/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. It has been modified 4 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 2002, chapter 441<\/a>; in 2003, chapter 567<\/a>; in 2004, chapter 274<\/a>; in 2007, chapter 631<\/a>.<\/p>","references":[{"id":68306,"section_number":"50-73.113","catch_line":"Dissociated partner's power to bind partnership","order_by":null,"url":"\/50-73.113\/"},{"id":74806,"section_number":"50-73.114","catch_line":"Dissociated partner's liability to other persons","order_by":null,"url":"\/50-73.114\/"},{"id":69228,"section_number":"50-73.115","catch_line":"Statement of dissociation","order_by":null,"url":"\/50-73.115\/"},{"id":61925,"section_number":"50-73.121","catch_line":"Statement of dissolution","order_by":null,"url":"\/50-73.121\/"},{"id":68742,"section_number":"50-73.136","catch_line":"Amendment of statement of registration; effect of statement of registration","order_by":null,"url":"\/50-73.136\/"},{"id":76467,"section_number":"50-73.79","catch_line":"Definitions","order_by":null,"url":"\/50-73.79\/"},{"id":78463,"section_number":"50-73.91","catch_line":"Partner agent of partnership","order_by":null,"url":"\/50-73.91\/"},{"id":62308,"section_number":"50-73.92","catch_line":"Transfer of partnership property","order_by":null,"url":"\/50-73.92\/"},{"id":75044,"section_number":"50-73.94","catch_line":"Statement of denial","order_by":null,"url":"\/50-73.94\/"}],"refers_to":[{"id":69228,"section_number":"50-73.115","catch_line":"Statement of dissociation","order_by":null,"url":"\/50-73.115\/"},{"id":61925,"section_number":"50-73.121","catch_line":"Statement of dissolution","order_by":null,"url":"\/50-73.121\/"},{"id":54051,"section_number":"50-73.83","catch_line":"Execution, filing, and recording of statements; effective time and date; refunds; penalty","order_by":null,"url":"\/50-73.83\/"}],"permalink":{"id":234785,"object_type":"law","relational_id":59704,"identifier":"50-73.93","token":"50\/2.2\/3\/50-73.93","url":"\/50-73.93\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/50-73.93\/","token":"50\/2.2\/3\/50-73.93","dublin_core":{"Title":"Statement of partnership authority","Type":"Text","Format":"text\/html","Identifier":"\u00a7 50-73.93","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t

A.<\/span> A partnership<\/span> may file a statement<\/span> of partnership<\/span> authority, which: <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

1.<\/span> Shall include:\n\t\t\t\ta. The name of the partnership;\n\t\t\t\tb. The name of the state<\/span> or other jurisdiction<\/span> under whose law<\/span> it is formed, and if the partnership was previously authorized or registered to transact business<\/span> in the Commonwealth as a foreign corporation, limited liability company, business<\/span> trust, limited partnership, or registered limited liability partnership<\/span>, with respect to every such prior authorization or registration, (i) the name of the entity; (ii) the entity type; (iii) the state<\/span> or other jurisdiction<\/span> of incorporation, organization, or formation; and (iv) the entity identification number issued to it by the Commission<\/span>;\n\t\t\t\tc. The street address of its principal office<\/span> and of one office in the Commonwealth, if there is one;\n\t\t\t\td. The names and mailing addresses of all of the partners or of an agent appointed and maintained by the partnership for the purpose of subsection B; and\n\t\t\t\te. The names of the partners authorized to execute an instrument transferring real property<\/span> held in the name of the partnership; and <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

2.<\/span> May state<\/span> the authority, or limitations on the authority, of some or all of the partners to enter into other transactions on behalf of the partnership and any other matter. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

B.<\/span> If a statement<\/span> of partnership authority names an agent, the agent shall maintain a list of the names and mailing addresses of all of the partners and make it available to any person<\/span> on request for good cause shown. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

C.<\/span> If a filed statement<\/span> of partnership authority is executed pursuant to subsection C of § 50-73.83<\/a> and states<\/span> the name of the partnership but does not contain all of the other information required by subsection A, the statement<\/span> nevertheless operates with respect to a person<\/span> not a partner as provided in subsections D and E. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

D.<\/span> Except as otherwise provided in subsection G, a filed statement<\/span> of partnership authority supplements the authority of a partner to enter into transactions on behalf of the partnership as follows: <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

1.<\/span> Except for transfers<\/span> of real property<\/span>, a grant of authority contained in a filed statement<\/span> of partnership authority is conclusive in favor of a person<\/span> who gives value without knowledge to the contrary, so long as and to the extent that a limitation on that authority is not then contained in another filed statement<\/span>. A filed cancellation of a limitation on authority revives the previous grant of authority. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

2.<\/span> A grant of authority to transfer<\/span> real property<\/span> held in the name of the partnership contained in a filed statement<\/span> of partnership authority is conclusive in favor of a person<\/span> who gives value without knowledge to the contrary, so long as and to the extent that a limitation on that authority is not then of record with the Commission<\/span>. The filing of a cancellation of a limitation on authority revives the previous grant of authority. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

E.<\/span> A person<\/span> not a partner is deemed to know of a limitation on the authority of a partner to transfer<\/span> real property<\/span> held in the name of the partnership if a filed statement<\/span> containing the limitation on authority is of record with the Commission<\/span>. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

F.<\/span> Except as otherwise provided in subsections D and E and §§ 50-73.115<\/a> and 50-73.121<\/a>, a person<\/span> not a partner is not deemed to know of a limitation on the authority of a partner merely because the limitation is contained in a filed statement<\/span>. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

G.<\/span> Unless earlier canceled, a filed statement<\/span> of partnership authority is canceled by operation of law<\/span> five years after the date on which the statement<\/span>, the most recent renewal, or the most recent amendment, was filed with the Commission<\/span>. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

H.<\/span> A partnership that changes its name shall promptly amend<\/span> its statement<\/span> of partnership authority to reflect its new name unless its statement<\/span> of partnership authority has been canceled. <\/i><\/a><\/p><\/section>","plain_text":" CODE OF VIRGINIA\n\nSTATEMENT OF PARTNERSHIP AUTHORITY (\u00a7 50-73.93)\n\nA. A partnership may file a statement of partnership authority, which:\n\n 1. Shall include:\n \t\t\t\ta. The name of the partnership;\n \t\t\t\tb. The name of the state or other jurisdiction under whose law it is\n formed, and if the partnership was previously authorized or registered to\n transact business in the Commonwealth as a foreign corporation, limited\n liability company, business trust, limited partnership, or registered limited\n liability partnership, with respect to every such prior authorization or\n registration, (i) the name of the entity; (ii) the entity type; (iii) the\n state or other jurisdiction of incorporation, organization, or formation; and\n (iv) the entity identification number issued to it by the Commission;\n \t\t\t\tc. The street address of its principal office and of one office in the\n Commonwealth, if there is one;\n \t\t\t\td. The names and mailing addresses of all of the partners or of an agent\n appointed and maintained by the partnership for the purpose of subsection B;\n and\n \t\t\t\te. The names of the partners authorized to execute an instrument\n transferring real property held in the name of the partnership; and\n\n 2. May state the authority, or limitations on the authority, of some or all of\n the partners to enter into other transactions on behalf of the partnership and\n any other matter.\n\nB. If a statement of partnership authority names an agent, the agent shall\nmaintain a list of the names and mailing addresses of all of the partners and\nmake it available to any person on request for good cause shown.\n\nC. If a filed statement of partnership authority is executed pursuant to\nsubsection C of § 50-73.83 and states the name of the partnership but does\nnot contain all of the other information required by subsection A, the statement\nnevertheless operates with respect to a person not a partner as provided in\nsubsections D and E.\n\nD. Except as otherwise provided in subsection G, a filed statement of\npartnership authority supplements the authority of a partner to enter into\ntransactions on behalf of the partnership as follows:\n\n 1. Except for transfers of real property, a grant of authority contained in a\n filed statement of partnership authority is conclusive in favor of a person\n who gives value without knowledge to the contrary, so long as and to the\n extent that a limitation on that authority is not then contained in another\n filed statement. A filed cancellation of a limitation on authority revives the\n previous grant of authority.\n\n 2. A grant of authority to transfer real property held in the name of the\n partnership contained in a filed statement of partnership authority is\n conclusive in favor of a person who gives value without knowledge to the\n contrary, so long as and to the extent that a limitation on that authority is\n not then of record with the Commission. The filing of a cancellation of a\n limitation on authority revives the previous grant of authority.\n\nE. A person not a partner is deemed to know of a limitation on the authority of\na partner to transfer real property held in the name of the partnership if a\nfiled statement containing the limitation on authority is of record with the\nCommission.\n\nF. Except as otherwise provided in subsections D and E and §§\n50-73.115 and 50-73.121, a person not a partner is not deemed to know of a\nlimitation on the authority of a partner merely because the limitation is\ncontained in a filed statement.\n\nG. Unless earlier canceled, a filed statement of partnership authority is\ncanceled by operation of law five years after the date on which the statement,\nthe most recent renewal, or the most recent amendment, was filed with the\nCommission.\n\nH. A partnership that changes its name shall promptly amend its statement of\npartnership authority to reflect its new name unless its statement of\npartnership authority has been canceled.\n\nHISTORY: 1996, c. 292; 2002, c. 441; 2003, c. 567; 2004, c. 274; 2007, c. 631.","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}}