GroundRules
← Search the law
New York · Through 2026-09-11

N.Y. Partnership Law § 121-903-a: Certificate of change

Read at publisher ↗
Where this section sits in the code
  1. Partnership Law
  2. Article 8-A. Revised Limited Partnership Act

§ 121-903-A. Certificate of change. (a) A foreign limited partnership

may change its application for authority by filing with the department

of state a certificate of change entitled "Certificate of Change

of ........ (name of limited partnership) under Section 121-903-A of the

Revised Limited Partnership Act" and shall be signed and delivered to

the department of state. A certificate of change may (i) change the

location of the limited partnership's office; (ii) change the post

office address to which the secretary of state shall mail a copy of

process against the limited partnership served upon him; (iii) specify,

change or delete the email address to which the secretary of state shall

email a notice of the fact that process against the limited partnership

has been electronically served upon him or her; and (iv) make, revoke or

change the designation of a registered agent, or to specify or change

the address of its registered agent. It shall set forth:

(1) the name of the foreign limited partnership and, if applicable,

the fictitious name the foreign limited partnership has agreed to use in

this state pursuant to section 121-902 of this article;

(2) the date its application for authority was filed by the department

of state; and

(3) each change effected thereby.

(b) A certificate of change which changes only the post office address

to which the secretary of state shall mail a copy of any process against

a foreign limited partnership served upon him or her, and/or the email

address to which the secretary of state shall email a notice of the fact

that process against it has been electronically served upon the

secretary of state, and/or the address of the registered agent, provided

such address being changed is the address of a person, partnership or

corporation whose address, as agent, is the address to be changed,

and/or the email address being changed is the email address of a person,

partnership or other corporation whose email address, as agent, is the

email address to be changed, or who has been designated as registered

agent for such foreign limited partnership shall be signed and delivered

to the department of state by such agent. The certificate of change

shall set forth the statements required under subdivision (a) of this

section; that a notice of the proposed change was mailed to the foreign

limited partnership by the party signing the certificate not less than

thirty days prior to the date of delivery to the department of state and

that such foreign limited partnership has not objected thereto; and that

the party signing the certificate is the agent of such foreign limited

partnership to whose address the secretary of state is required to mail

copies of process, the email address of the party to whose email address

the secretary of state is required to mail a notice of the fact that

process against it has been electronically served upon the secretary of

state and/or the registered agent, if such be the case. A certificate

signed and delivered under this subdivision shall not be deemed to

effect a change of location of the office of the limited partnership in

whose behalf such certificate is filed.

Collected 2026-09-14T19:32:45Z. Source file · JSON

Browse this collection