(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 limited partnership;(2) The date of filing of its initial certificate; and(3) The amendment.
(1) The name of the limited partnership;
(2) The date of filing of its initial certificate; and
(3) 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 Section 79-14-802(c) or (d).
(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 Section 79-14-802(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 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 Section 79-35-8 or a statement of correction under Section 79-14-209.
(1) Cause the certificate to be amended; or
(2) If appropriate, deliver to the Secretary of State for filing a statement of change under Section 79-35-8 or a statement of correction under Section 79-14-209.
(f) A certificate of limited partnership may also be amended by filing articles of merger under Article 11 or a statement of conversion, or domestication under the Mississippi Entity Conversion and Domestication Act.