8511 - Certificate of limited partnership.
SUBCHAPTER B FORMATION Sec. 8511. Certificate of limited partnership. 8512. Amendment of certificate. 8513. Cancellation of certificate. 8514. Execution of certificates. 8515. Execution by judicial act. 8516. Liability for false statement in certificate. 8517. Notice. 8518. Delivery of filed documents to limited partners. 8519. Filing of certificate of summary of record by limited partnerships formed prior to 1976. 8520. Partnership agreement. Subchapter Heading. The heading of Subchapter B was amended June 22, 2001, P.L.418, No.34, effective in 60 days. § 8511. Certificate of limited partnership. (a) General rule.--In order to form a limited partnership, a certificate of limited partnership must be executed and filed in the Department of State. The certificate shall set forth: (1) The name of the limited partnership. (2) Subject to section 109 (relating to name of commercial registered office provider in lieu of registered address), the address, including street and number, if any, of its registered office. (3) The name and business address of each general partner. (4) If a partner's interest in the limited partnership is to be evidenced by a certificate of partnership interest, a statement to that effect. (5) Any other provision, whether or not specifically authorized by or in contravention of this chapter, that the partners elect to set out in the certificate of limited partnership for the regulation of the internal affairs of the limited partnership, except where a provision of this chapter expressly provides that the certificate of limited partnership shall not relax or contravene any provision on a specified subject. (b) Effective date of formation.--A limited partnership is formed at the time of the filing of the certificate of limited partnership in the department or at any later time specified in the certificate of limited partnership if, in either case, there has been substantial compliance with the requirements of this section or the corresponding provisions of prior law. (c) (Repealed). (d) Transitional provision.--A limited partnership formed under prior law shall not be required to set forth in its certificate of limited partnership a registered office or the business address of each general partner until such time as it first amends its certificate of limited partnership under this chapter. (e) Effect of provisions.--A provision of the certificate of limited partnership shall be deemed to be a provision of the partnership agreement for purposes of any provision of this chapter that refers to a rule as set forth in the partnership agreement. (f) Cross references.--See sections 134 (relating to docketing statement), 135 (relating to requirements to be met by filed documents) and 8514 (relating to execution of certificates). (Dec. 19, 1990, P.L.834, No.198, eff. imd.; June 22, 2001, P.L.418, No.34, eff. 60 days) Cross References. Section 8511 is referred to in sections 8503, 8516, 8520 of this title.