1. The secretary of state, upon request and payment of the requisite fee, shall furnish a certificate of existence for a limited partnership if the records filed in the office of the secretary of state show that the secretary of state has filed a certificate of limited partnership and has not filed a statement of termination. A certificate of existence must state all of the following:

 a. The limited partnership’s name.
 b. That it was duly formed under the laws of this state and the date of formation.
 c. Whether all fees, taxes, and penalties under this chapter or other law due the secretary of state have been paid.
 d. Whether the limited partnership’s most recent biennial report required by section 488.210 has been filed by the secretary of state.
 e. Whether the secretary of state has administratively dissolved the limited partnership.
 f. Whether the limited partnership’s certificate of limited partnership has been amended to state that the limited partnership is dissolved.
 g. That a statement of termination has not been filed by the secretary of state.
 h. Other facts of record in the office of the secretary of state which may be requested by the applicant.

Terms Used In Iowa Code 488.209

  • Certificate of limited partnership: means the certificate required by section 488. See Iowa Code 488.102
  • Evidence: Information presented in testimony or in documents that is used to persuade the fact finder (judge or jury) to decide the case for one side or the other.
  • following: when used by way of reference to a chapter or other part of a statute mean the next preceding or next following chapter or other part. See Iowa Code 4.1
  • Foreign limited partnership: means a partnership formed under the laws of a jurisdiction other than Iowa and required by those laws to have one or more general partners and one or more limited partners. See Iowa Code 488.102
  • 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.
  • Record: means information that is inscribed on a tangible medium or that is stored in an electronic or other medium and is retrievable in perceivable form. See Iowa Code 488.102
  • State: means a state of the United States, the District of Columbia, Puerto Rico, the United States Virgin Islands, or any territory or insular possession subject to the jurisdiction of the United States. See Iowa Code 488.102
 2. The secretary of state, upon request and payment of the requisite fee, shall furnish a certificate of authorization for a foreign limited partnership if the records filed in the office of the secretary of state show that the secretary of state has filed a certificate of authority, has not revoked the certificate of authority, and has not filed a notice of cancellation. A certificate of authorization must state all of the following:

 a. The foreign limited partnership’s name and any alternate name adopted under section 488.905, subsection 1, for use in this state.
 b. That it is authorized to transact business in this state.
 c. Whether all fees, taxes, and penalties under this chapter or other law due the secretary of state have been paid.
 d. Whether the foreign limited partnership’s most recent biennial report required by section 488.210 has been filed by the secretary of state.
 e. That the secretary of state has not revoked its certificate of authority and has not filed a notice of cancellation.
 f. Other facts of record in the office of the secretary of state which may be requested by the applicant.
 3. Subject to any qualification stated in the certificate, a certificate of existence or authorization issued by the secretary of state may be relied upon as conclusive evidence that the limited partnership or foreign limited partnership is in existence or is authorized to transact business in this state.
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