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§1322.__Amendment or restatement of certificate |
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| | 1.__Amendment of certificate.__In order to amend its | certificate of limited partnership, a limited partnership must | deliver to the Secretary of State for filing an amendment or, | pursuant to subchapter 11, articles of merger stating: |
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| A.__The name of the limited partnership; |
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| B.__The date of filing of its initial certificate; and |
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| C.__The changes the amendment makes to the certificate as | most recently amended or restated. |
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| | 2.__Changes requiring prompt delivery of amendment.__A limited | partnership shall promptly deliver to the Secretary of State for | filing an amendment to a certificate of limited partnership to | reflect: |
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| A.__The admission of a new general partner; |
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| B.__The dissociation of a person as a general partner; |
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| C.__The appointment of a person to wind up the limited | partnership's activities under section 1393, subsection 3 or | 4; or |
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| D.__The change in name or street address of one or more of | its general partners. |
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| | 3.__Responsibility of general partner.__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: |
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| A.__Cause the certificate to be amended; or |
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| B.__If appropriate, deliver to the Secretary of State for | filing a statement of change pursuant to section 1315 or a | statement of correction pursuant to section 1327. |
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| | 4.__Amendment at any time.__A certificate of limited | partnership may be amended at any time for any other proper | purpose as determined by the limited partnership. |
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| | 5.__Delivery of restated certificate.__A restated certificate | of limited partnership may be delivered to the Secretary of State | for filing in the same manner as an amendment. |
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