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The certificate shall be canceled when the partnership is dissolved or all limited partners
cease to be such.
A certificate shall be amended when
(1) there is a change in the name of the partnership or in the amount or character of the
contribution of any limited partner;
(2) a person is substituted as a limited partner;
(3) an additional limited partner is admitted;
(4) a person is admitted as a general partner;
(5) a general partner retires, dies, or becomes insane, and the business is continued under
section 322.20;
(6) there is a change in the character of the business of the partnership;
(7) there is a false or erroneous statement in the certificate;
(8) there is a change in the time as stated in the certificate for the dissolution of the
partnership or for the return of the contribution;
(9) a time is fixed for the dissolution of the partnership, or the return of a contribution, no
time having been specified in the certificate; or
(10) the members desire to make a change in any other statement in the certificate in order
that it shall accurately represent the agreement between them.
History: (7376) 1919 c 498 s 24

Official Publication of the State of Minnesota
Revisor of Statutes