§425E-206 - Filing in the office of the director; effective time and date.
[§425E-206] Filing in the office of the director; effective
time and date. (a) A certified and executed certificate of limited partnership,
any certificate of amendment or cancellation, or of any judicial decree of
amendment or cancellation, an application for registration as a foreign limited
partnership, or any certificate relating thereto, shall be delivered to the
director for filing. A person who executes a certificate as an agent or
fiduciary need not exhibit evidence of that person's authority as a
prerequisite to filing. Unless the director finds that any certificate does
not conform to law, upon receipt of all filing fees required by law, the
director shall:
(1) Stamp the document with the word
"Filed" and the date of delivery thereof; and
(2) File the
document in the director's office.
(b) Upon the
filing of a certificate of amendment or judicial decree of amendment in the
office of the director, the certificate of limited partnership shall be amended
as set forth therein, and upon the effective date of a certificate of
cancellation or a judicial decree thereof, the certificate of limited
partnership shall be canceled.
(c) Except as otherwise provided in subsection
(d) and section 425E-207, a document accepted for filing shall be effective at
the time of filing on the date it is filed, as evidenced by the director's date
and time endorsement on the original document.
(d) Articles of conversion and articles of
merger 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. [L 2003, c 210, pt of §1]