§ 121-204 — Execution of certificates

§ 121-204. Execution of certificates. (a) Each certificate required by\nthis article to be filed with the department of state shall be executed\nin the following manner:\n (1) an initial certificate of limited partnership must be signed by\nall general partners named therein;\n (2) a certificate of amendment must be signed by at least one general\npartner and by each other general partner designated in the certificate\nof amendment as a new general partner;\n (3) a certificate of cancellation must be signed by all general\npartners or, if there is no general partner, unless otherwise provided\nin the partnership agreement, by a majority in interest of the limited\npartners; and\n (4) all other certificates must be signed by at least one general\npartner.\n (b) Any person may sign any certificate by an attorney in fact. Powers\nof attorney relating to the signing of a certificate by an attorney in\nfact need not be filed with the department of state nor provided as\nevidence of authority by the person filing, but must be retained among\nthe records of the partnership.\n (c) Each certificate must be signed.\n (d) Each certificate must include the name and capacity of each\nsigner.\n