(a) In order to form a limited partnership, a certificate of limited partnership must be executed and filed in the office of the Lieutenant Governor. The certificate shall set forth: (1) the name of the limited partnership; (2) the address of the office and the name and address of the agent for service of process […]
(a) A certificate of limited partnership is amended by filing a certificate of amendment thereto in the office of the Lieutenant Governor. The certificate shall set forth: (1) the name of the limited partnership; (2) the date of filing the certificate; and (3) the amendment to the certificate. (b) Within 30 days after the happening […]
A certificate of limited partnership shall be canceled upon the dissolution and the commencement of winding up of the partnership or at any other time there are no limited partners. A certificate of cancellation shall be filed in the office of the Lieutenant Governor and set forth: (1) the name of the limited partnership; (2) […]
(a) Each certificate required by this subchapter to be filed in the office of the Lieutenant Governor shall be executed in the following manner: (1) an original certificate of limited partnership must be signed by all general partners; (2) a certificate of amendment must be signed by at least one general partner and by each […]
If a person required by section 344 of this chapter to execute any certificate fails or refuses to do so, any other person who is adversely affected by the failure or refusal may petition the Superior Court of the Virgin Islands to direct the execution of the certificate. If the court finds that it is […]
(a) Two signed copies of the certificate of limited partnership and of any certificates of amendment or cancellation, or of any judicial decree of amendment or cancellation, shall be delivered to the Office of the Lieutenant Governor. A person who executes a certificate as an agent or fiduciary need not exhibit evidence of his authority […]
If any certificate of limited partnership or certificate of amendment or cancellation contains a false statement, one who suffers loss by reliance on the statement may recover damages for the loss from: (1) any person who executes the certificate, or causes another to execute it on his behalf, and knew, and any general partner who […]
The fact that a certificate of limited partnership is on file in the Office of the Lieutenant Governor is notice that the partnership is a limited partnership and the persons designated therein as general partners are general partners, but it is not notice of any other fact.
Upon the return by the Lieutenant Governor pursuant to section 346 of this chapter of a certificate marked “Filed”, the general partners shall promptly deliver or mail a copy of the certificate of limited partnership and each certificate of amendment or cancellation to each limited partner unless the partnership agreement provides otherwise.
