Oregon Code § 70.080·Enacted ·Last updated March 01, 2026
Statute Text
Amendment of certificate.
(1) A certificate of limited partnership is amended by submitting for filing a
certificate of amendment thereto to the Office of Secretary of State. The
certificate shall set forth the following:
(a) The name of
the limited partnership immediately prior to the filing of the certificate of
amendment.
(b) The amendment
to the certificate.
(2) Not later
than the 30th day after the happening of any of the following events, an
amendment to a certificate of limited partnership reflecting the occurrence of
the event shall be filed:
(a) The admission
of a new general partner.
(b) The
withdrawal of a general partner.
(c) The
continuation of the business under ORS 70.325 (4) after an event of withdrawal
of a general partner.
(d) A change in
the name of the limited partnership.
(3) A general
partner who becomes aware that any statement in a certificate of limited
partnership was false when made or that any arrangements or other facts
described have changed, making the certificate inaccurate in any respect, shall
promptly amend the certificate.
(4) A certificate
of limited partnership may be amended at any time for any other proper purpose
the general partners determine.
(5) No person has
any liability because an amendment to a certificate of limited partnership has
not been filed to reflect the occurrence of any event referred to in subsection
(2) of this section if the amendment is filed within the period specified in subsection
(2) of this section.
(6) A restated
certificate of limited partnership may be executed and filed in the same manner
as a certificate of amendment. [1985 c.677 §10; 1987 c.543 §9]
Plain English Explanation
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Key Points
01Part of Oregon statutory law
02Referenced as Oregon Code § 70.080
03Subject to legislative amendments
04Consult a licensed attorney for application to specific cases
Frequently Asked Questions
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