The requirements for filing a domestic limited partnership in
The basic elements required for the formation of a limited partnership in New York are as follows:
The “latest dissolution date” referred to above can be any date, the most common being one year or two years, five years, ten years, etc. from the date of its anticipated formation. When the information for the limited partnership is entered into the Department of State computer records, the latest dissolution date is noted and placed in a designated field on the database. Continued monitoring of this date is important.
When that date occurs and no amendment changing it to some future date has been filed, the computer system will automatically alter the status of the limited partnership to “inactive - duration expired,” ending its existence. In many instances, due to poor entity housekeeping, this fact is only discovered when a Certificate of Good Standing is requested or when a subsequent document is submitted for filing.
The RLPA does not contain a provision for the revival of existence of a limited partnership whose existence has expired by the date limitation. When this happens, this entity is irretrievably gone. Another Certificate of Limited Partnership with the same name may be filed, but its existence begins with the new filing date and, as a newly created entity, the publication requirements apply.
Things to Keep in Mind When Forming a New York Limited Partnership
By keeping these things in mind, you can avoid delays and unforeseen difficulties for your New York limited partnership.
This article is provided for informational purposes only and should not be considered, or relied upon, as legal advice.