N.Y. Partnership Law 121-203 – Cancellation of certificate
§ 121-203. Cancellation of certificate. (a) Within ninety days following the dissolution and the commencement of winding up of the limited partnership, or at any other time there are no limited partners, a certificate of cancellation shall be filed with the department of state entitled, "Certificate of cancellation of… (name of limited partnership) under section 121-203 of the Revised Limited Partnership Act" and executed in accordance with section 121-204 of this article. The certificate of cancellation shall set forth:
Terms Used In N.Y. Partnership Law 121-203
- Amendment: A proposal to alter the text of a pending bill or other measure by striking out some of it, by inserting new language, or both. Before an amendment becomes part of the measure, thelegislature must agree to it.
- 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
- 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.
- 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
(1) the name of the limited partnership; and if it has been changed, the name under which it was formed;
(2) the date of filing of its certificate of limited partnership and each subsequent amendment thereto;
(3) the event giving rise to the filing of the certificate; and
(4) any other information the persons filing the certificate determine.
(b) The cancellation of the certificate of limited partnership is effective at the time of the filing of the certificate of cancellation.
(c) The cancellation of the certificate of limited partnership shall not affect the liability of the limited partners during the period of winding up and termination of the partnership.