(a) A certificate of limited partnership may be amended or restated at any time. (b) To amend its certificate of limited partnership, a limited partnership must deliver to the secretary of state for filing an amendment stating: (1) The name of the partnership; (2) The date of filing of its initial certificate; and (3) The text of the amendment. (c) To restate its certificate of limited partnership, a limited partnership must deliver to the secretary of state for filing a restatement, designated as such in its heading. (d) A limited partnership shall promptly deliver to the secretary of state for filing an amendment to a certificate of limited partnership to reflect: (1) The admission of a new general partner; (2) The dissociation of a person as a general partner; or (3) The appointment of a person to wind up the limited partnership’s activities and affairs under § 7-13.1-802(c) or (d). (e) If a general partner knows that any information in a filed certificate of limited partnership was inaccurate when the certificate was filed or has become inaccurate due to changed circumstances, the general partner rtner knows that any information in a filed certificate of limited partnership was inaccurate when the certificate was filed or has become inaccurate due to changed circumstances, the general partner shall promptly: (1) Cause the certificate to be amended; or (2) If appropriate, deliver to the secretary of state for filing a statement of change under § 7-13.1-118 or a statement of correction under § 7-13.1-209. History of Section.P.L. 2022, ch. 121, § 2, effective January 1, 2023; P.L. 2022, ch. 122, § 2, effective January 1, 2023.
Rhode Island Legal Code