SEC. 79-14-203. Certificate of dissolution and cancellation.

A certificate of dissolution must be filed upon the dissolution and the commencement of winding up of the limited partnership pursuant to Article 8 of this chapter or at any time when there are no limited partners. A certificate of cancellation must be filed upon completion of the winding up of the affairs of the limited partnership or upon a merger or consolidation, as provided in Section 79-14-211, by a limited partnership that is not the surviving or resulting limited partnership. Certificates of dissolution and cancellation must be filed in the office of the Secretary of State and must set forth:

(1) The name of the limited partnership;

(2) The reason for filing the certificate of dissolution or cancellation;

(3) The future effective date of dissolution or cancellation, which must be a date certain, unless it is effective upon the filing of the certificate; and

(4) Any other information the general partners filing the certificate determine.

SOURCES: Laws, 1987, ch. 488, Sec. 203, eff from and after January 1, 1988.

1997 Amendment:

SECTION 15. Section 79-14-203, Mississippi Code of 1972, is amended as follows:

 79-14-203. A certificate of dissolution must be delivered to the office of the Secretary of State for filing upon the dissolution and the commencement of winding up of the limited partnership pursuant to Article 8 of this chapter or at any time when there are no limited partners. A certificate of cancellation must be delivered to the office of the Secretary of State for filing upon completion of the winding up of the affairs of the limited partnership or upon a merger or consolidation, as provided in Section 79-14-211, by a limited partnership that is not the surviving or resulting limited partnership. Certificates of dissolution and cancellation must be delivered to the office of the Secretary of State for filing and must set forth:

 (1) The name of the limited partnership;

 (2) The reason for delivering the certificate of dissolution or cancellation to the Secretary of State for filing;

 (3) The future effective date of dissolution or cancellation, which must be a date certain, unless it is effective upon the filing of the certificate by the Secretary of State; and

 (4) Any other information the general partners delivering the certificate for filing determine.

SOURCE: 1997 Laws, Chapter 418, Sec. 15, HB1313, Effective July 1, 1997.