§ 45-22-13 — Voluntary withdrawal of status

1. A partnership may end the partnership's status as a limited liability partnership at any
time by filing a withdrawal statement with the secretary of state.
2. The withdrawal statement must contain:
a. With respect to a domestic limited liability partnership:
(1) The name of the domestic limited liability partnership.
(2) A statement that the domestic limited liability partnership is withdrawing the
current registration.
(3) An acknowledgment by the domestic limited liability partnership that the
withdrawal ends the domestic limited liability partnership's status as a limited
liability partnership with respect to periods after the effective date of the
withdrawal.
b. With respect to a foreign limited liability partnership:
(1) The name of the foreign limited liability partnership.
(2) The jurisdiction of origin.
(3) A statement that the foreign limited liability partnership is not transacting
business in this state as a foreign limited liability partnership.
(4) A statement that the foreign limited liability partnership surrenders authority
to transact business in this state as a foreign limited liability partnership and
is withdrawing the foreign limited liability partnership's current registration.
(5) An acknowledgment by the foreign limited liability partnership that the
withdrawal ends the foreign limited liability partnership's authorization to
transact business in this state as a foreign limited liability partnership with
respect to periods after the effective date of the withdrawal.
(6) A statement that the foreign limited liability partnership consents to service
of process based upon any cause of action arising in this state during the
time the foreign limited liability partnership was authorized to transact
business in this state and that service may be made on the foreign limited
liability partnership as provided in section 10-01.1-13.
(7) A post-office address to which a person may mail a copy of any process
against the foreign limited liability partnership.
3. The withdrawal statement may state a delayed withdrawal date. If the withdrawal
statement does not state an effective date, the statement is effective when filed.
4. If the foreign limited liability partnership is not the surviving organization in a merger or
termination, the filing with the secretary of state of a certificate to that effect
authenticated by the proper officer of the state or country under the laws of which the
foreign limited liability partnership is originally registered constitutes a valid withdrawal
statement.