56-1a152. Amendment to certificate of limited partnership by certificate of amendment or judicial decree. (a) The certificate of limited partnership may be amended as provided in a certificate of amendment or judicial decree of amendment upon the filing of the certificate of amendment or judicial decree of amendment in the office of the secretary of state or upon the future effective date specified in the certificate of amendment or judicial decree of amendment. The certificate of amendment or judicial decree of amendment shall set forth:
(1) The name of the limited partnership; and
(2) the amendment to the certificate.
(b) A general partner who becomes aware that any statement in a certificate of limited partnership was false when made or that any matter described has changed, making the certificate inaccurate in any material respect, shall promptly amend the certificate.
(c) Notwithstanding the requirements of subsection (b), no later than 30 days after the happening of any of the following events an amendment to a certificate of limited partnership reflecting the occurrence of the event or events shall be filed by a general partner:
(1) The admission of a new general partner;
(2) the withdrawal of a general partner;
(3) the continuation of the partnership under K.S.A. 56-1a451, and amendments thereto, after the withdrawal of a general partner; or
(4) a change in the name of the limited partnership, the address of the registered office or the name or address of the resident agent.
(d) A certificate of limited partnership may be amended at any time for any other proper purpose determined by the general partners.
(e) Unless otherwise provided in this act or in the certificate of amendment, a certificate of amendment shall be effective at the time of its filing with the secretary of state.
History: L. 1983, ch. 88, § 9; L. 1987, ch. 208, § 4; L. 1988, ch. 195, § 5; L. 2015, ch. 65, § 22; July 1.
Structure Kansas Statutes
Article 1a - Revised Uniform Limited Partnership Act
56-1a,107 Business transactions of partner with the partnership. [See Revisor's Note]
56-1a,151 Certificate of limited partnership.
56-1a,153 Cancellation of certificate.
56-1a,157 Liability for false statement in certificate.
56-1a,158 Notice of limited partnership.
56-1a,159 Delivery of certificate to limited partners.
56-1a,160 Restated or amended and restated certificate of limited partnership.
56-1a,201 Admission of additional limited partners.
56-1a,203 Liability of limited partners to third parties.
56-1a,204 Person erroneously believing self to be limited partner.
56-1a,205 Limited partner's right to information.
56-1a,251 Admission of additional general partners.
56-1a,252 Cessation of person as general partner, when.
56-1a,253 General partners' powers and liabilities.
56-1a,254 Contributions by general partners.
56-1a,301 Form of contribution.
56-1a,302 Liability for contributions.
56-1a,303 Allocation of profits and losses.
56-1a,304 Allocation of distributions of cash or other assets.
56-1a,351 Interim distributions.
56-1a,352 Withdrawal of general partner.
56-1a,353 Withdrawal of limited partner.
56-1a,354 Distribution upon withdrawal.
56-1a,355 Distribution in kind.
56-1a,356 Right to distribution.
56-1a,357 Limitations on distributions.
56-1a,358 Liability upon return of contribution.
56-1a,401 Nature of partnership interest.
56-1a,402 Assignment of partnership interest.
56-1a,403 Rights of creditors.
56-1a,404 Right of assignee to become limited partner.
56-1a,405 Power of estate of deceased or incompetent partner.
56-1a,452 Judicial dissolution.
56-1a,454 Distribution of assets.
56-1a,507 Doing business without registration.
56-1a,509 Execution and liability.
56-1a,601 Construction and application.
56-1a,604 Rules for cases not provided for in this act.
56-1a,606 Domestic limited partnerships; annual report; annual report fee. [See Revisor's Note]
56-1a,607 Foreign limited partnerships; annual report; annual report fee. [See Revisor's Note]
56-1a,608 Limited partnerships; first annual report and annual report fee.