Legislation
SECTION 121-202-A
Certificate of change
Partnership (PTR) CHAPTER 39, ARTICLE 8-A
§ 121-202-A. Certificate of change. (a) A certificate of limited
partnership may be changed by filing with the department of state a
certificate of change entitled "Certificate of Change of ..... (name of
limited partnership) under Section 121-202-A of the Revised Limited
Partnership Act" and shall be signed and delivered to the department of
state. A certificate of change may (i) specify or change the location of
the limited partnership's office; (ii) specify or change the post office
address to which the secretary of state shall mail a copy of process
against the limited partnership served upon him; (iii) specify, change
or delete the email address to which the secretary of state shall email
a notice of the fact that process against the limited partnership has
been electronically served upon him or her; and (iv) make, revoke or
change the designation of a registered agent, or to specify or change
the address of its registered agent. It shall set forth:
(1) the name of the limited partnership, and if it has been changed,
the name under which it was formed;
(2) the date its certificate of limited partnership was filed by the
department of state; and
(3) each change effected thereby.
(b) A certificate of change which changes only the post office address
to which the secretary of state shall mail a copy of any process against
a limited partnership served upon him or her, the email address to which
the secretary of state shall email a notice of the fact that process
against it has been electronically served upon the secretary of state,
and/or the address of the registered agent, provided such address being
changed is the address of a person, partnership or corporation whose
address, as agent, is the address to be changed, and/or the email
address being changed is the email address of a person, partnership or
other corporation whose email address, as agent, is the email address to
be changed, or who has been designated as registered agent for such
limited partnership shall be signed and delivered to the department of
state by such agent. The certificate of change shall set forth the
statements required under subdivision (a) of this section; that a notice
of the proposed change was mailed to the domestic limited partnership by
the party signing the certificate not less than thirty days prior to the
date of delivery to the department of state and that such domestic
limited partnership has not objected thereto; and that the party signing
the certificate is the agent of such limited partnership to whose
address the secretary of state is required to mail copies of process,
and/or the agent to whose email address the secretary of state is
required to email a notice of the fact that process against it has been
electronically served upon the secretary of state, and/or the registered
agent, if such be the case. A certificate signed and delivered under
this subdivision shall not be deemed to effect a change of location of
the office of the limited partnership in whose behalf such certificate
is filed.
partnership may be changed by filing with the department of state a
certificate of change entitled "Certificate of Change of ..... (name of
limited partnership) under Section 121-202-A of the Revised Limited
Partnership Act" and shall be signed and delivered to the department of
state. A certificate of change may (i) specify or change the location of
the limited partnership's office; (ii) specify or change the post office
address to which the secretary of state shall mail a copy of process
against the limited partnership served upon him; (iii) specify, change
or delete the email address to which the secretary of state shall email
a notice of the fact that process against the limited partnership has
been electronically served upon him or her; and (iv) make, revoke or
change the designation of a registered agent, or to specify or change
the address of its registered agent. It shall set forth:
(1) the name of the limited partnership, and if it has been changed,
the name under which it was formed;
(2) the date its certificate of limited partnership was filed by the
department of state; and
(3) each change effected thereby.
(b) A certificate of change which changes only the post office address
to which the secretary of state shall mail a copy of any process against
a limited partnership served upon him or her, the email address to which
the secretary of state shall email a notice of the fact that process
against it has been electronically served upon the secretary of state,
and/or the address of the registered agent, provided such address being
changed is the address of a person, partnership or corporation whose
address, as agent, is the address to be changed, and/or the email
address being changed is the email address of a person, partnership or
other corporation whose email address, as agent, is the email address to
be changed, or who has been designated as registered agent for such
limited partnership shall be signed and delivered to the department of
state by such agent. The certificate of change shall set forth the
statements required under subdivision (a) of this section; that a notice
of the proposed change was mailed to the domestic limited partnership by
the party signing the certificate not less than thirty days prior to the
date of delivery to the department of state and that such domestic
limited partnership has not objected thereto; and that the party signing
the certificate is the agent of such limited partnership to whose
address the secretary of state is required to mail copies of process,
and/or the agent to whose email address the secretary of state is
required to email a notice of the fact that process against it has been
electronically served upon the secretary of state, and/or the registered
agent, if such be the case. A certificate signed and delivered under
this subdivision shall not be deemed to effect a change of location of
the office of the limited partnership in whose behalf such certificate
is filed.