New York Laws
Article 8-A - Revised Limited Partnership Act
121-906 - Termination of Existence.

§ 121-906. Termination of existence. When a foreign limited
partnership which has received a certificate of authority is dissolved
or its authority to conduct its business or existence is otherwise
terminated or cancelled in the jurisdiction of its organization or when
such foreign limited partnership is merged into or consolidated with
another foreign limited partnership, (i) a certificate of the secretary
of state, or official performing the equivalent function as to limited
partnership records, in the jurisdiction of organization of such limited
partnership attesting to the occurrence of any such event, or (ii) a
certified copy of an order or decree of a court of such jurisdiction
directing the dissolution of such foreign limited partnership, the
termination of its existence or the surrender of its authority, shall be
delivered to the department of state. The filing of the certificate,
order or decree shall have the same effect as the filing of a
certificate of surrender of authority under section 121-905 of this
article. The secretary of state shall continue as agent of the foreign
limited partnership upon whom process against it may be served in the
manner set forth in section 121-109 of this article, in any action or
proceeding based upon any liability or obligation incurred by the
foreign limited partnership within this state prior to the filing of
such certificate, order or decree. The post office address and/or email
address may be changed by filing with the department of state a
certificate of amendment under section 121-903 or a certificate of
change under section 121-903-A of this article.

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