New York PTR Code § 121-201

Certificate of limited partnership
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§ 121-201. Certificate of limited partnership. (a) In order to form a\nlimited partnership the general partners shall execute a partnership\nagreement, and a certificate of limited partnership shall be executed in\naccordance with section 121-204 of this article. The certificate,\nentitled "Certificate of limited partnership of .......................\n(name of limited partnership) under section 121-201 of the Revised\nLimited Partnership Act," shall be filed with the department of state in\naccordance with section 121-206 of this article and shall set forth:\n  (1) the name of the limited partnership;\n  (2) the county within this state, in which the office of the limited\npartnership is to be located;\n  (3) a designation of the secretary of state as agent of the limited\npartnership upon whom process against it may be served and the post\noffice address within or without this state to which the secretary of\nstate shall mail a copy of any process against it served upon him or\nher. The limited partnership may include an email address to which the\nsecretary of state shall email a notice of the fact that process against\nit has been electronically served upon him or her;\n  (4) if the limited partnership is to have a registered agent, his name\nand address within this state and a statement that the registered agent\nis to be the agent of the limited partnership upon whom process against\nit may be served;\n  (5) the name and the business or residence street address of each\ngeneral partner;\n  (6) the latest date upon which the limited partnership is to dissolve;\nand\n  (7) any other matters the general partners determine to include\ntherein.\n  (b) A limited partnership is formed at the time of the filing of the\ninitial certificate of limited partnership with the department of state\nor at any later time not to exceed sixty days from the date of filing\nspecified in the certificate of limited partnership. The filing of the\ncertificate shall, in the absence of actual fraud, be conclusive\nevidence of the formation of the limited partnership as of the time of\nfiling or effective date if later, except in an action or special\nproceeding brought by the attorney general.\n  (c) (i) Within one hundred twenty days after the filing of the initial\ncertificate, a copy of the same or a notice containing the substance\nthereof shall be published once in each week for six successive weeks,\nin two newspapers of the county in which the office of the limited\npartnership is located, one newspaper to be printed weekly and one\nnewspaper to be printed daily, to be designated by the county clerk.\nWhen such county is located within a city with a population of one\nmillion or more, such designation shall be as though the copy or notice\nwere a notice or advertisement of judicial proceedings. Proof of the\npublication required by this paragraph, consisting of the certificate of\npublication of the limited partnership with the affidavits of\npublication of such newspapers annexed thereto, must be filed with the\ndepartment of state. Notwithstanding any other provision of law, if the\noffice of the limited partnership is located in a county wherein a\nweekly or daily newspaper of the county, or both, has not been so\ndesignated by the county clerk, then the publication herein required\nshall be made in a weekly or daily newspaper of any county, or both, as\nthe case may be, which is contiguous to, such county, provided that any\nsuch newspaper meets all the other requirements of this paragraph. A\ncopy or notice published in a newspaper other than the newspaper or\nnewspapers designated by the county clerk shall not be deemed to be one\nof the publications required by this paragraph. The notice shall\ninclude: (1) the name of the limited partnership; (2) the date of filing\nof the certificate of limited partnership with the department of state;\n(3) the county within this state, in which the office of the limited\npartnership is located; (3

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