[§425E-202] Amendment or restatement of certificate.

268 words·~1 min read·/hi/425e-202

A research copy — for the controlling text, always check the official state or federal source. Not legal advice.

(a)In order to amend its certificate of limited partnership, a limited partnership shall deliver to the director for filing an amendment or, pursuant to article 11, articles of merger stating:

(1)The name of the limited partnership;

(2)The date of filing of its initial certificate; and

(3)The changes the amendment makes to the certificate as most recently amended or restated.

(b)A limited partnership shall within thirty days deliver to the director for filing an amendment to a certificate of limited partnership to reflect:

(1)The admission of a new general partner;

(2)The dissociation of a person as a general partner; or

(3)The appointment of a person to wind up the limited partnership's activities under section 425E-803(c) or (d).

(c)A general partner that knows that any information in a filed certificate of limited partnership was false when the certificate was filed or has become false due to changed circumstances shall promptly:

(1)Cause the certificate to be amended; or

(2)If appropriate, deliver to the director for filing a statement of change pursuant to section 425E-115 or a certificate of correction pursuant to section 425E-207.

(d)A certificate of limited partnership may be amended at any time for any other proper purpose as determined by the limited partnership.

(e)A restated certificate of limited partnership may be delivered to the director for filing in the same manner as an amended certificate.

(f)Subject to section 425E-206(c), an amendment or restated certificate shall be effective when filed with the director. [L 2003, c 210, pt of §1]