LD 1767
pg. 21
Page 20 of 55 PUBLIC Law Chapter 631 Page 22 of 55
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LR 2593
Item 1

 
5.__Failure to notify of change of registered agent or
registered office.__The domestic limited partnership does not
notify the Secretary of State that its registered agent or
registered office has been changed or that its registered agent
has resigned as required by section 407; or

 
6.__Filing of false information.__A general partner, limited
partner or agent of the domestic limited partnership signed a
document with the knowledge that the document was false in a
material respect and with the intent that the document be
delivered to the Secretary of State for filing.

 
§408-B.__Procedure for and effect of administrative dissolution

 
of domestic limited partnership

 
1.__Notice of determination to administratively dissolve
domestic limited partnership.__If the Secretary of State
determines that one or more grounds exist under section 408-A for
dissolving a domestic limited partnership, the Secretary of State
shall issue a written notice of that determination to the limited
partnership's last registered office address.

 
2.__Administrative dissolution.__The domestic limited
partnership will be administratively dissolved if within 60 days
after the notice under subsection 1 was issued the Secretary of
State determines that the limited partnership has failed to
correct the ground or grounds for the dissolution.__The Secretary
of State shall send notice to the limited partnership at its last
registered office address that recites the ground or grounds for
dissolution and the effective date of dissolution.

 
3.__Effect of administrative dissolution; prohibition.__A
domestic limited partnership administratively dissolved continues
its existence but may not transact any business in this State
except as necessary to wind up the affairs of the limited
partnership.

 
4.__Liability of limited partners.__A limited partner of a
domestic limited partnership is not liable as a general partner
of the limited partnership solely by reason of the limited
partnership having been administratively dissolved under this
section.

 
5.__Validity of contracts; right to be sued; right to defend
suit.__The administrative dissolution of a domestic limited
partnership under this section does not impair:

 
A.__The validity of any contract or act of the domestic
limited partnership;


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