[§425E-202]  Amendment or restatement of certificate.  (a)  In order to amend its certificate of limited partnership, a limited partnership shall deliver to the director for filing an amendment or, pursuant to article 11, articles of merger stating:

     (1)  The name of the limited partnership;

     (2)  The date of filing of its initial certificate; and

     (3)  The changes the amendment makes to the certificate as most recently amended or restated.

     (b)  A limited partnership shall within thirty days deliver to the director for filing an amendment to a certificate of limited partnership to reflect:

     (1)  The admission of a new general partner;

     (2)  The dissociation of a person as a general partner; or

     (3)  The appointment of a person to wind up the limited partnership's activities under section 425E-803(c) or (d).

     (c)  A general partner that knows that any information in a filed certificate of limited partnership was false when the certificate was filed or has become false due to changed circumstances shall promptly:

     (1)  Cause the certificate to be amended; or

     (2)  If appropriate, deliver to the director for filing a statement of change pursuant to section 425E-115 or a certificate of correction pursuant to section 425E-207.

     (d)  A certificate of limited partnership may be amended at any time for any other proper purpose as determined by the limited partnership.

     (e)  A restated certificate of limited partnership may be delivered to the director for filing in the same manner as an amended certificate.

     (f)  Subject to section 425E-206(c), an amendment or restated certificate shall be effective when filed with the director. [L 2003, c 210, pt of §1]