A. Before transacting business in New Mexico, a foreign limited partnership must have a certificate of authority to transact business in New Mexico. A foreign limited partnership may apply for a certificate of authority to transact business in this state by delivering an application to the secretary of state for filing. The application must state:

Terms Used In New Mexico Statutes 54-2A-902

  • Jurisdiction: (1) The legal authority of a court to hear and decide a case. Concurrent jurisdiction exists when two courts have simultaneous responsibility for the same case. (2) The geographic area over which the court has authority to decide cases.
  • 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.
  • Service of process: The service of writs or summonses to the appropriate party.

(1)     the name of the foreign limited partnership and, if the name does not comply with Section 54-2A-108 N.M. Stat. Ann., an alternate name adopted pursuant to Subsection A of Section 54-2A-905 N.M. Stat. Ann.;

(2)     the name of the state or other jurisdiction under whose law the foreign limited partnership is organized;

(3)     any identification number issued to the foreign limited partnership by the foreign official; “foreign official” means the secretary of state or other official having custody of the foreign limited partnership’s publicly filed records in the state or other jurisdiction under whose law the foreign limited partnership is organized;

(4)     the street and mailing address of the foreign limited partnership’s principal office and, if the laws of the jurisdiction under which the foreign limited partnership is organized require the foreign limited partnership to maintain an office in that jurisdiction, the street and mailing address of the required office;

(5)     the name and street and mailing address of the foreign limited partnership’s initial agent for service of process in this state;

(6)     the name and street and mailing address of each of the foreign limited partnership’s general partners; and

(7)     whether the foreign limited partnership is a foreign limited liability limited partnership.

B. A foreign limited partnership shall deliver with the completed application:

(1)     a certificate of existence or a record of similar import signed by the foreign official; and

(2)     if the foreign official is located outside of the United States of America, a certified copy of the limited partnership certificate or a record of similar import showing that it was filed with the foreign official.

C. A certificate or a certified copy described in Subsection B of this section is a part of the application for all purposes. It shall be revised or corrected as required by section 54-2A-906 N.M. Stat. Ann.. If it does not use the English language and Arabic numbers, it shall be accompanied by a certified translation. A certification or a certification of a copy or a translation shall be dated within thirty days of its presentation to the secretary of state for filing. A certificate shall state the information listed in Subsection A of section 54-2A-209 N.M. Stat. Ann. or information of similar import.

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