§ 3414. Execution of certificates
(a) Each certificate required by this subchapter to be filed in the Office of the Secretary of State shall be executed in the following manner:
(1) an original certificate of limited partnership must be signed by all general partners;
(2) a certificate of amendment must be signed by at least one general partner and by each other general partner designated in the certificate as a new general partner; and
(3) a certificate of cancellation must be signed by all general partners.
(b) Any person may sign a certificate by an attorney-in-fact, but a power of attorney to sign a certificate relating to the admission of a general partner must specifically describe the admission.
(c) The execution of a certificate by a general partner constitutes an affirmation under the penalties of perjury that the facts stated therein are true. (Added 1997, No. 149 (Adj. Sess.), § 4, eff. Jan. 1, 1999.)
Structure Vermont Statutes
Title 11 - Corporations, Partnerships and Associations
Chapter 23 - Limited Partnerships
§ 3404. Specified office and agent
§ 3407. Business transactions of partner with partnership
§ 3411. Certificate of limited partnership
§ 3412. Amendment to certificate
§ 3413. Cancellation of certificate
§ 3414. Execution of certificates
§ 3415. Execution by judicial act
§ 3416. Filing in Office of Secretary of State
§ 3417. Liability for false statement in certificate
§ 3419. Delivery of certificates to limited partners
§ 3421. Admission of limited partners
§ 3423. Liability to third parties
§ 3424. Person erroneously believing himself or herself limited partner
§ 3431. Admission of additional general partners
§ 3433. General powers and liabilities
§ 3434. Contributions by general partner
§ 3442. Liability for contribution
§ 3443. Sharing of profits and losses
§ 3444. Sharing of distributions
§ 3452. Withdrawal of general partner
§ 3453. Withdrawal of limited partner
§ 3454. Distribution upon withdrawal
§ 3457. Limitations on distribution
§ 3458. Liability upon return of contribution
§ 3461. Nature of partnership interest
§ 3462. Assignment of partnership interest
§ 3464. Right of assignee to become limited partner
§ 3465. Power of estate of deceased or partner who is incompetent
§ 3471. Nonjudicial dissolution
§ 3474. Distribution of assets
§ 3483. Issuance of registration
§ 3485. Changes and amendments
§ 3486. Cancellation of registration
§ 3487. Transaction of business without registration
§ 3488. Action by Attorney General
§ 3501. Construction and application