§ 7-13-9 - Amendment to certificate. - Rhode Island Statutes

SECTION 7-13-9

   § 7-13-9  Amendment to certificate. –(a) A certificate of limited partnership is amended by filing a certificate ofamendment to it in the office of the secretary of state. The certificate shallstate:

   (1) The name of the limited partnership;

   (2) The date of filing the certificate; and

   (3) The amendment to the certificate.

   (b) Within thirty (30) days after the happening of any of thefollowing events, an amendment to a certificate of limited partnershipreflecting the occurrence of the event or events shall be filed:

   (1) The admission of a new general partner;

   (2) The withdrawal of a general partner; or

   (3) The continuation of the business under § 7-13-44after an event of withdrawal of a general partner.

   (c) A general partner who becomes aware that any statement ina certificate of limited partnership was false when made or that anyarrangements or other facts described have changed, making the certificateinaccurate in any material respect, shall promptly amend the certificate.

   (d) A certificate of limited partnership may be amended atany time for any other proper purpose the general partners determine.

   (e) If an amendment to a certificate of limited partnershipis filed in compliance with subsection (a) or (b), no person is subject toliability because the amendment was not filed earlier.

   (f) A restated certificate of limited partnership may beexecuted and filed in the same manner as a certificate of amendment.

   (g) Unless otherwise provided in this chapter or in thecertificate of amendment, a certificate of amendment is effective at the timeof its filing with the secretary of state.