Kansas Statutes 56-1a,152. Amendment to certificate of limited partnership by certificate of amendment or judicial decree
Terms Used In Kansas Statutes 56-1a,152
- Amendment: A proposal to alter the text of a pending bill or other measure by striking out some of it, by inserting new language, or both. Before an amendment becomes part of the measure, thelegislature must agree to it.
- Certificate of limited partnership: means the certificate referred to in Kan. See Kansas Statutes 56-1a,101
- General partner: means a person who has been admitted to a limited partnership as a general partner in accordance with the partnership agreement and so named in the certificate of limited partnership or similar instrument of the state or foreign country under which the limited partnership is organized if so required. See Kansas Statutes 56-1a,101
- Partner: means a limited or general partner. See Kansas Statutes 56-1a,101
- Partnership: A voluntary contract between two or more persons to pool some or all of their assets into a business, with the agreement that there will be a proportional sharing of profits and losses.
- State: means a state, territory, or possession of the United States, the District of Columbia or the Commonwealth of Puerto Rico. See Kansas Statutes 56-1a,101
(a) The certificate of limited partnership may be amended as provided in a certificate of amendment or judicial decree of amendment upon the filing of the certificate of amendment or judicial decree of amendment in the office of the secretary of state or upon the future effective date specified in the certificate of amendment or judicial decree of amendment. The certificate of amendment or judicial decree of amendment shall set forth:
(1) The name of the limited partnership; and
(2) the amendment to the certificate.
(b) A general partner who becomes aware that any statement in a certificate of limited partnership was false when made or that any matter described has changed, making the certificate inaccurate in any material respect, shall promptly amend the certificate.
(c) Notwithstanding the requirements of subsection (b), no later than 30 days after the happening of any of the following events an amendment to a certificate of limited partnership reflecting the occurrence of the event or events shall be filed by a general partner:
(1) The admission of a new general partner;
(2) the withdrawal of a general partner;
(3) the continuation of the partnership under Kan. Stat. Ann. § 56-1a451, and amendments thereto, after the withdrawal of a general partner; or
(4) a change in the name of the limited partnership, the address of the registered office or the name or address of the resident agent.
(d) A certificate of limited partnership may be amended at any time for any other proper purpose determined by the general partners.
(e) Unless otherwise provided in this act or in the certificate of amendment, a certificate of amendment shall be effective at the time of its filing with the secretary of state.