---
title: O.C.G.A. § 14-9-206. Filing with Secretary of State.
collection: code
id: 14-9-206
cite_as: O.C.G.A. § 14-9-206 (2025)
canonical_url: https://georgiacommons.org/code/14-9-206
md_url: https://georgiacommons.org/code/14-9-206.md
text_url: https://georgiacommons.org/code/14-9-206/text
source_url: https://www.legis.ga.gov/api/document/docs/default-source/joint-features-document-library/t14-(v12)-2017-pdf.pdf?sfvrsn=507372ea_0#page=988
date: 2025
status: active
corpus_version: 2025-supplement-89aa39ab3c68
license: CC0-1.0
publisher: Georgia Commons, an independent project of Georgia Civic Data. Not the State of Georgia. Not legal advice.
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version: the only printed version
in_force: true
current_through: Including Acts of the 2025 Regular Session of the General Assembly
heading_path: CORPORATIONS, PARTNERSHIPS, AND ASSOCIATIONS / REVISED UNIFORM LIMITED PARTNERSHIP ACT / FORMATION, AMENDMENT, CANCELLATION, MERGER
---

# O.C.G.A. § 14-9-206. Filing with Secretary of State.

(a) A signed copy, and facsimile thereof, of the certificate of limited partnership and of any certificates of amendment, cancellation, or merger, or of any judicial decree of amendment, cancellation, or merger must be delivered to the Secretary of State; provided, however, that if the document is electronically transmitted, the electronic version of such person’s name may be used in lieu of a signature. A person who executes a certificate as an agent or fiduciary need not exhibit evidence of his or her authority as a prerequisite to filing. Unless the Secretary of State finds that a certificate does not conform to law, upon receipt of all filing fees required by law he or she shall:

(1) Stamp or otherwise endorse his or her official title and the date and time of receipt on both the original and the facsimile copy;

(2) File the signed copy in his or her office; and

(3) Return the facsimile of the signed copy to the person who filed it or to his or her representative.

(b) Upon the later of the filing of a certificate of amendment pursuant to this Code section or the effective time, or effective date and time, of the amendment pursuant to paragraph (4) of subsection (a) of Code Section 14-9-202, or upon the recording pursuant to Code Section 14-9-205 of a certificate of amendment, the certificate of limited partnership is amended as set forth in the certificate of amendment.

(c) Upon the later of the filing of a certificate of cancellation pursuant to this Code section or the effective time or the effective date and time of the cancellation pursuant to paragraph (4) of Code Section 14-9-203, or upon the recording pursuant to Code Section 14-9-205 of a certificate of cancellation, the certificate of limited partnership is canceled.

(d) Upon the later of the filing of a certificate of merger pursuant to this Code section or the effective time or the effective date and time pursuant to paragraph (4) of subsection (b) of Code Section 14-9-206.1 of a certificate of merger, or upon the recording pursuant to Code Section 14-9-205 of a certificate of merger, the constituent entities named in the certificate are merged.

(e) Notwithstanding the provisions of this chapter, the Secretary of State may authorize the filing of documents by electronic transmission, following the provisions of Chapter 12 of Title 10, the ‘‘Uniform Electronic Transactions Act,’’ and the Secretary of State shall be authorized to promulgate such rules and regulations as are necessary to implement electronic filing procedures.

## History

Code 1981, § 14-9-206, enacted by Ga. L. 1988, p. 1016, § 1; Ga. L. 1996, p. 787, § 9; Ga. L. 1999, p. 405, § 26; Ga. L. 2009, p. 698, § 2/HB 126.

## Law Reviews

For article, ‘‘2006 Amendments to Georgia’s Corporate Code and Alternative Entity Statutes,’’ see 12 Ga. St. B. J. 12 (2007).