Answer First
Primary Text
The certificate shall be cancelled when the
partnership is dissolved or all limited partners cease to be
such.
A certificate shall be amended when:
(1) There is a change in the name of the partnership or in
the amount or character of the contribution of any
limited partner;
(2) A person is substituted as a limited partner;
(3) An additional limited partner is admitted;
(4) A person is admitted as a general partner;
(5) A general partner retires, dies, becomes insolvent or
insane, or is sentenced to civil interdiction and the
business is continued under article 1860;
(6) There is a change in the character of the business of
the partnership;
(7) There is a false or erroneous statement in the
certificate;
(8) There is a change in the time as stated in the
certificate for the dissolution of the partnership or for the
return of a contribution;
(9) A time is fixed for the dissolution of the partnership, or
the return of a contribution, no time having been
specified in the certificate, or
(10) The members desire to make a change in any other
statement in the certificate in order that it shall
accurately represent the agreement among them.
Use With Care
Definitions and exceptions often appear before or after this text.
Court decisions may interpret, limit, or apply this provision.
Confirm amendment, repeal, effectivity, and official publication.
Plain Language