2004 Minnesota Statutes

     321.0210 Annual report for secretary of state. 

    (a) Subject to subsection (b): 

    (1) in each calendar year following the calendar year in 
 which a limited partnership becomes subject to this chapter, the 
 limited partnership must deliver to the secretary of state for 
 filing an annual registration containing the information 
 required by subsection (d); and 

    (2) in each calendar year following the calendar year in 
 which there is first on file with the secretary of state a 
 certificate of authority under section 321.0904 pertaining to a 
 foreign limited partnership, the foreign limited partnership 
 must deliver to the secretary of state for filing an annual 
 registration containing the information required by subsection 
 (d). 

    (b) A limited partnership's obligation under subsection (a) 
 ends if the limited partnership delivers to the secretary of 
 state for filing a statement of termination under section 
 321.0203 and the statement becomes effective under section 
 321.0206.  A foreign limited partnership's obligation under 
 subsection (a) ends if the secretary of state issues and files a 
 certificate of revocation under section 321.0906 or if the 
 foreign limited partnership delivers to the secretary of state 
 for filing a notice of cancellation under section 321.0907(a) 
 and that notice takes effect under section 321.0206.  If a 
 foreign limited partnership's obligations under subsection (a) 
 end and later the secretary of state files, pursuant to section 
 321.0904, a new certificate of authority pertaining to that 
 foreign limited partnership, subsection (a)(2), again applies to 
 the foreign limited partnership and, for the purposes of 
 subsection (a)(2), the calendar year of the new filing is 
 treated as the calendar year in which a certificate of authority 
 is first on file with the secretary of state. 

    (c) The annual registration must contain: 

    (1) the name of the limited partnership or foreign limited 
 partnership; 

    (2) the address of its designated office and the name and 
 street and mailing address of its agent for service of process 
 in Minnesota; 

    (3) in the case of a limited partnership, the street and 
 mailing address of its principal office; and 

    (4) in the case of a foreign limited partnership, the name 
 of the state or other jurisdiction under whose law the foreign 
 limited partnership is formed and any alternate name adopted 
 under section 321.0905(a). 

    (d) The secretary of state shall: 

    (1) administratively dissolve under section 321.0809 a 
 limited partnership that has failed to file a registration 
 pursuant to subsection (a); and 

    (2) revoke under section 321.0906 the certificate of 
 authority of a foreign limited partnership that has failed to 
 file a registration pursuant to subsection (a). 

    HIST: 2004 c 199 art 2 s 27