Napa County Quitclaim Deed (Partnership or Limited Partnership Grantor) Form

California lets a partnership release its real property without gathering a signature from every partner: one partner signs in the partnership's own name, and the statute treats that instrument as the act of the partnership. This form prepares the California quitclaim deed for that grantor, a general or limited partnership holding title in the partnership name, giving up whatever interest it holds without warranty of title.

One Partner, Signing in the Partnership's Name

Corporations Code Section 16203 puts property acquired by a partnership in the partnership, not in the partners individually, and Section 16302, subdivision (a)(1), moves it back out: subject to the effect of a statement of partnership authority, partnership property held in the name of the partnership may be transferred by an instrument of transfer executed by a partner in the partnership name. Section 16301 explains why one signature reaches the entity, binding the partnership where the partner acts for apparently carrying on the ordinary course of its business, and looking to the other partners' authorization where it does not. Section 9 prints what California practice expects: the partnership name above the line, the signature below it, then the printed name, date, and capacity.

General or Limited, and Which Statute Reads the Signature

Section 2 asks for the form of the partnership and its jurisdiction of organization, because the answer decides which chapter governs the execution. A limited partnership signs through its general partners: Section 15904.02 makes each general partner an agent of the limited partnership, while Section 15903.02 gives a limited partner no power, as a limited partner, to bind it.

The Partnership Record the County May Already Hold

Partnerships carry a recording device others lack. A statement of partnership authority filed with the Secretary of State names the partners authorized to execute an instrument transferring real property held in the partnership name, and under Section 16303, subdivision (d)(2), a certified copy recorded in the county makes that authority conclusive in favor of a person who gives value without knowledge to the contrary, absent a recorded limitation. Section 15902.01 carries the limited partnership version: a recorded certified copy of the certificate of limited partnership raises a conclusive presumption, for a purchaser for value, that the persons named as general partners are all of them. Section 7 identifies any such record already in the county index.

A Release With No Covenants

Civil Code Section 1113 hangs California's two implied deed covenants on one statutory word, and this instrument never uses it, so neither covenant arises. What crosses is the interest standing in the partnership name at delivery; anything picked up afterward stays outside, the line California decisions draw between this deed, sometimes typed as a quit claim deed, and its warranty relative.

The Configuration, and the Patterns That Present It

The form recites one partnership as grantor, executing through one signing partner, under one Civil Code Section 1189 certificate with the boxed identity notice that section requires. Partnership releases reach California's grantor indexes in shapes of their own: a limited partnership handing a parcel to its partners as it winds up, a general partnership clearing a record where title stands in two partners' names with their capacity noted, and a partnership releasing what it holds to a successor entity after a conversion. A partnership agreement calling for two or more partners to execute presents a signature pattern this single block does not carry, and an individual, a corporation, a company, or a trustee signs in another structure.

Transfer Tax Turns on Whether the Partnership Continues

Revenue and Taxation Code Section 11925 gives partnership realty a rule no other grantor answers to. Subdivision (a) imposes no tax where the partnership continues within the meaning of Section 708 of the Internal Revenue Code of 1986 and keeps holding the realty; subdivision (b) is the mirror image, treating a partnership that terminates as having conveyed at fair market value all realty it then held. A deed out of a partnership that is winding up therefore raises a question an ordinary sale does not, and the guide takes it up with the county rate and the charter city taxes above it.

This configuration ships as three files: the fillable quitclaim deed, a completed example worked through a San Luis Obispo County sale by a California limited partnership, and a plain language guide covering every numbered section, the certificate, and the recording fees. The materials state what California law provides in general terms and are not legal advice about a partnership or parcel.