N.Y. Partnership Law 121-105 – Registered agent
§ 121-105. Registered agent. (a) In addition to the designation of the secretary of state, each limited partnership or authorized foreign limited partnership may designate a registered agent upon whom process against the limited partnership may be served. The agent must be (i) a natural person who is a resident of this state or has a business address in this state, or (ii) a domestic corporation or a foreign corporation authorized to do business in this state.
Terms Used In N.Y. Partnership Law 121-105
- Certificate of limited partnership: means the certificate referred to in section 121-201 of this article, and the certificate as amended. See N.Y. Partnership Law 121-101
- Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
- Foreign limited partnership: means a partnership formed under the laws of any jurisdiction, including any foreign country, other than the laws of this state and having as partners one or more general partners and one or more limited partners. See N.Y. Partnership Law 121-101
- 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.
- Person: means a natural person, partnership, limited partnership (domestic or foreign), limited liability company (domestic or foreign), trust, estate, custodian, nominee, association, corporation or any other individual or entity in its own or any representative capacity. See N.Y. Partnership Law 121-101
- Process: means judicial process and all orders, demands, notices or other papers required or permitted by law to be personally served on a limited partnership (domestic or foreign), for the purpose of acquiring jurisdiction of such limited partnership in any action or proceeding, civil or criminal, whether judicial, administrative, arbitrative or otherwise, in this state or in the federal courts sitting in or for this state. See N.Y. Partnership Law 121-101
- State: means a state, territory, or possession of the United States, the District of Columbia, or the Commonwealth of Puerto Rico. See N.Y. Partnership Law 121-101
(c) The registered agent of a limited partnership may resign as such agent. The registered agent shall file a certificate with the department of state entitled, "Certificate of resignation of registered agent of… (name of designating limited partnership) under subdivision (c) of section 121-105 of the Revised Limited Partnership Act" which shall be executed by such registered agent. It shall set forth:
(1) The name of the limited partnership, and if it has been changed, the name under which it was organized. A foreign limited partnership must set forth its name and 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 the certificate of limited partnership or certificate of application for authority of the limited partnership was filed by the department of state.
(3) That he resigns as registered agent for the limited partnership.
(4) That he has sent a copy of the certificate of resignation by registered mail to the limited partnership at the post office address on file in the department of state specified for the mailing of process or if such address is the address of the registered agent, then to the office of the designating limited partnership and the jurisdiction of its organization.
(d) The designation of a registered agent shall terminate thirty days after the filing by the department of state of the certificate of resignation. A certificate designating a new registered agent may be delivered to the department of state by the limited partnership within the thirty days or thereafter.