Official Code of Georgia Annotated
Title 14. CORPORATIONS, PARTNERSHIPS, AND ASSOCIATIONS · Chapter 9. REVISED UNIFORM LIMITED PARTNERSHIP ACT · Article 9. FOREIGN LIMITED PARTNERSHIPS
14-9-905. Change of name or state of organization; foreign limited partnership converting to foreign limited liability company or foreign corporation.
Current through: Including Acts of the 2025 Regular Session of the General Assembly.
- (a)
A foreign limited partnership authorized to transact business in this state must obtain an amended certificate of authority from the Secretary of State if it changes its name or its state of organization. The requirements of Code Sections 14-9-902 and 14-9-903 for obtaining an original certificate of authority shall apply to obtaining an amended certificate under this Code section.#
- (b)
If a foreign limited partnership authorized to transact business in this state converts into a foreign limited liability company:#
- (1)
The foreign limited partnership shall notify the Secretary of State that such conversion has occurred no later than 30 days after the conversion, using such form as the Secretary of State shall specify, which form may require such information and statements as may be required to be submitted by a foreign limited liability company that applies for a certificate of authority to transact business in this state; and#
- (2)
If such notice is timely given:#
- (A)
The authorization of such entity to transact business in this state shall continue without interruption; and#
- (B)
The certificate of authority issued to such foreign limited partnership under this article shall constitute a certificate of authority issued under Code Section 14-11-704 to the foreign limited liability company resulting from the conversion effective as of the date of the conversion.#
The Secretary of State shall adjust its records accordingly.
- (c)
If a foreign limited partnership authorized to transact business in this state converts into a foreign corporation:#
- (1)
The foreign limited partnership shall notify the Secretary of State that such conversion has occurred no later than 30 days after the conversion, using such form as the Secretary of State shall specify, which form may require such information and statements as may be required to be submitted by a foreign corporation that applies for a certificate of authority to transact business in this state; and#
- (2)
If such notice is timely given:#
- (A)
The authorization of such entity to transact business in this state shall continue without interruption; and#
- (B)
The certificate of authority issued to such foreign limited partnership under this article shall constitute a certificate of authority issued under Code Sections 14-2-1501 and 14-2-1503 to the foreign corporation resulting from the conversion effective as of the date of the conversion.#
The Secretary of State shall adjust its records accordingly.
History
Code 1981, § 14-9-905, enacted by Ga. L. 1988, p. 1016, § 1; Ga. L. 2006, p. 825, § 23/SB 469.
Read the official page (the state's PDF, opened at the page this text was read from).
Current through: Including Acts of the 2025 Regular Session of the General Assembly.
Text read from t14-(v12)-2017-pdf.pdf, Volume V12, 2017 edition, pages 1045 to 1046; merge action: carried; file SHA-256 f2fad2b71b39.