§ 121-1506 — Resignation for receipt of process

New York § 121-1506

• Jurisdiction: New York
• Law PTR: Partnership
• Art. 8-B: Registered Limited Liability Partnerships

Text

§ 121-1506. Resignation for receipt of process. (a) A registered agent\nmay resign as such agent. A certificate entitled "Certificate of\nresignation of registered agent of ...... (name of limited liability\npartnership) under section 121-1506 of the Partnership Law" shall be\nsigned and delivered to the department of state. It shall set forth:\n (1) That he resigns as registered agent for the designated limited\nliability partnership.\n (2) The date the certificate of registration of the designated limited\nliability partnership was filed by the department of state.\n (3) That he has sent a copy of the certificate of resignation by\nregistered mail to the designating limited liability partnership at the\npost office address on file in the department of state specified for the\nmailing of process or if such address is the address of the registered\nagent, then to the office of the designating limited liability\npartnership in the jurisdiction of its formation.\n (b) The party (or the party's legal representative) whose post address\nhas been supplied by a limited liability partnership as its address for\nprocess may resign. A certificate entitled "Certificate of Resignation\nfor Receipt of Process under Section 121-1506(b) of the Partnership Law"\nshall be signed by such party and delivered to the department of state.\nIt shall set forth:\n (1) The name of the limited liability partnership and the date that\nits certificate of registration was filed by the department of state.\n (2) That the address of the party has been designated by the limited\nliability partnership as the post office address to which the secretary\nof state shall mail a copy of any process served on the secretary of\nstate as agent for such limited liability partnership and that such\nparty wishes to resign.\n (3) That sixty days prior to the filing of the certificate of\nresignation with the department of state the party has sent a copy of\nthe certificate of resignation for receipt of process by registered or\ncertified mail to the address of the registered agent of the designated\nlimited liability partnership, if other than the party filing the\ncertificate of resignation, for receipt of process, or if the resigning\nlimited liability partnership has no registered agent, then to the last\naddress of the designated limited liability partnership, known to the\nparty, specifying the address to which the copy was sent. If there is no\nregistered agent and no known address of the designating limited\nliability partnership the party shall attach an affidavit to the\ncertificate stating that a diligent but unsuccessful search was made by\nthe party to locate the limited liability partnership, specifying what\nefforts were made.\n (4) That the designated limited liability partnership is required to\ndeliver to the department of state a certificate of amendment providing\nfor the designation by the limited liability partnership of a new\naddress and that upon its failure to file such certificate, its\nauthority to do business in this state shall be suspended.\n (c) Upon the failure of the designating limited liability partnership\nto file a certificate of amendment providing for the designation by the\nlimited liability partnership of the new address after the filing of a\ncertificate of resignation for receipt of process with the secretary of\nstate, its authority to do business in this state shall be suspended.\n (d) The filing by the department of state of a certificate of\namendment or the filing of a statement providing for a new address by a\ndesignating limited liability partnership shall annul the suspension and\nits authority to do business in this state shall be restored and\ncontinued as if no suspension had occurred.\n (e) The resignation for receipt of process shall become effective upon\nthe filing by the department of state of a certificate of resignation\nfor receipt of process.\n (f)(1) In any case in which a limited liability partnership suspended\npursuant to this section would be subject to the personal or other\njurisdiction of the courts of this state under article three of the\ncivil practice law and rules, process against such limited liability\npartnership may be served upon the secretary of state as its agent\npursuant to this section. Such process may be issued in any court in\nthis state having jurisdiction of the subject matter.\n (2) Service of such process upon the secretary of state shall be made\nby personally delivering to and leaving with him or his deputy, or with\nany person authorized by the secretary of state to receive such service,\nat the office of the department of state in the city of Albany, a copy\nof such process together with the statutory fee, which fee shall be a\ntaxable disbursement. Such service shall be sufficient if notice thereof\nand a copy of the process are:\n (i) delivered personally within or without this state to such limited\nliability partnership by a person and in the manner authorized to serve\nprocess by law of the jurisdiction in which service is made, or\n (ii) sent by or on behalf of the plaintiff to such limited liability\npartnership by registered or certified mail with return receipt\nrequested to the last address of such limited liability partnership\nknown to the plaintiff.\n (3)(i) Where service of a copy of process was effected by personal\nservice, proof of service shall be by an affidavit of compliance with\nthis section filed, together with the process, within thirty days after\nsuch service, with the clerk of the court in which the action or special\nproceeding is pending. Service of process shall be complete ten days\nafter such papers are filed with the clerk of the court.\n (ii) Where service of a copy of process was effected by mailing in\naccordance with this section, proof of service shall be by affidavit of\ncompliance with this section filed, together with the process, within\nthirty days after receipt of the return receipt signed by the limited\nliability partnership, or other official proof of delivery or of the\noriginal envelope mailed. If a copy of the process is mailed in\naccordance with this section, there shall be filed with the affidavit of\ncompliance either the return receipt signed by such limited liability\npartnership or other official proof of delivery, if acceptance was\nrefused by it, the original envelope with a notation by the postal\nauthorities that acceptance was refused. If acceptance was refused a\ncopy of the notice and process together with notice of the mailing by\nregistered or certified mail and refusal to accept shall be promptly\nsent to such limited liability partnership at the same address by\nordinary mail and the affidavit of compliance shall so state. Service of\nprocess shall be complete ten days after such papers are filed with the\nclerk of the court. The refusal to accept delivery of the registered or\ncertified mail or to sign the return receipt shall not affect the\nvalidity of the service and such limited liability partnership refusing\nto accept such registered or certified mail shall be charged with\nknowledge of the contents thereof.\n (4) Service made as provided in this section without the state shall\nhave the same force as personal service made within this state.\n (5) Nothing in this section shall affect the right to serve process in\nany other manner permitted by law.\n (g) The filing of a certificate of resignation of a registered agent\npursuant to subdivision (a) of this section shall be accompanied by the\nfee of ten dollars, and the filing of a certificate of resignation for\nreceipt of process pursuant to subdivision (b) of this section shall be\naccompanied by the fee of ten dollars.\n