§425E-203 - Statement of termination.
[§425E-203] Statement of
termination. (a) A dissolved limited partnership that has
completed winding up may deliver to the director for filing a statement of
termination that states:
(1) The name of the limited partnership;
(2) The date of filing of its initial certificate of
limited partnership; and
(3) The effective date, which shall be a date and
time certain, of cancellation, if it is not to be effective upon the filing of
the certificate.
(b) A limited partnership shall be terminated
upon the effective date of its statement of termination. The statement of
termination may specify a delayed effective time and date, and if so, the
document becomes effective at the time and date specified. If a delayed
effective date but no time is specified, the document shall be effective at the
close of business on that date. A delayed effective date for a document shall
not be later than the thirtieth day after the date it is filed.
(c) If a partnership has terminated by the
expiration of its term of existence, the partners may, at any time within two
years of such termination, by taking action consistent with the partnership
agreement and by amending the partnership's certificate of limited partnership,
extend the term of partnership. Such extension shall be effective from the
original filing of the certificate.
(d) Within the applicable two-year period,
should the name of the limited partnership, or a name substantially identical,
be registered or reserved by another entity or should such name or a name
substantially identical be registered as a trade name, trademark, or service
mark, then extension of its term of existence shall be allowed only upon the
registration of a new name by the limited partnership pursuant to the amendment
provisions of this chapter. [L 2003, c 210, pt of §1]