(1) The secretary of state may dissolve a limited partnership administratively if: (a) The limited partnership does not deliver its annual report to the secretary of state within sixty (60) days of its due date; or (b) The limited partnership is without a registered agent or registered office in this state for sixty (60) days or more. (2) If the secretary of state determines that a ground exists for administratively dissolving a limited partnership, the secretary of state shall mail a notice of dissolution to the limited partnership. (3) If within sixty (60) days after service of the copy the limited partnership does not correct each ground for dissolution or demonstrate to the reasonable satisfaction of the secretary of state that each ground determined by the secretary of state does not exist, the secretary of state shall administratively dissolve the limited partnership by noting the fact of dissolution and the effective date thereof in his records. The secretary of state shall give notice of the dissolution to the limited partnership by first class mail addressed to its mailing address as indicated on its most recent annual report or, if the limited partnership has not yet filed an annual report, to its principal office. (4) A limited partnership administratively dissolved continues its existence but may carry on only activities necessary to wind up its activities and liquidate its assets under sections 53-2-803 and 53-2-812 , Idaho Code, and to notify claimants under sections 53-2-806 and 53-2-807 , Idaho Code. (5) The administrative dissolution of a limited partnership does not terminate the authority of its registered agent.
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