2023 New York Laws › PTR - Partnership › Article 8-A - Revised Limited Partnership Act › 121-104-A - Resignation for Receipt of Process.

§  121-104-A.  Resignation  for  receipt of process. (a) The party (or
his/her  legal  representative)  whose  post  office  address  has  been
supplied   by   a   domestic  limited  partnership  or  foreign  limited
partnership as  its  address  for  process  may  resign.  A  certificate
entitled  "Certificate  of  Resignation  for  Receipt  of  Process under
Section 121-104-A of the  Revised  Limited  Partnership  Act"  shall  be
signed  by such party and delivered to the department of state. It shall
set forth:
(1) the name of the limited partnership and the date that its articles
of organization or application for authority was filed by the department
of state.
(2) that the address of the party has been designated by  the  limited
partnership  as  the post office address to which the secretary of state
shall mail a copy of any process served on the  secretary  of  state  as
agent  for  such  limited  partnership,  and  that  such party wishes to
resign.
(3) that sixty  days  prior  to  the  filing  of  the  certificate  of
resignation  with  the  department of state the party has sent a copy of
the certificate of resignation for receipt of process by  registered  or
certified  mail to the address of the registered agent of the designated
limited partnership, if other than the party filing the  certificate  of
resignation,  for  receipt  of  process,  or  if  the  resigning limited
partnership has no registered agent, then to the  last  address  of  the
designated  limited  partnership,  known  to  the  party, specifying the
address to which the copy was sent. If there is no registered agent  and
no  known address of the designating limited partnership the party shall
attach an affidavit to the  certificate  stating  that  a  diligent  but
unsuccessful  search  was  made  by  the  party  to  locate  the limited
partnership, specifying what efforts were made.
(4) that the designated limited partnership is required to deliver  to
the  department  of state a certificate of amendment or change providing
for the designation by the limited partnership of a new address and that
upon its failure to file such certificate, its authority to do  business
in this state shall be suspended.
(b)  Upon the failure of the designating limited partnership to file a
certificate of amendment or change providing for the designation by  the
limited partnership of the new address after the filing of a certificate
of  resignation  for receipt of process with the secretary of state, its
authority to do business in this state shall be suspended.
(c) The filing by the  department    of  state  of  a  certificate  of
amendment or change providing for a new address by a designating limited
partnership  shall annul the suspension and its authority to do business
in this state shall be restored and continued as if  no  suspension  had
occured.
(d) The resignation for receipt of process shall become effective upon
the  filing  by  the department of state of a certificate of resignation
for receipt of process.
(e)(1) In any case in which a limited partnership  suspended  pursuant
to  this  section would be subject to the personal or other jurisdiction
of the courts of this state under article three of  the  civil  practice
law  and  rules,  process against such limited partnership may be served
upon the secretary of state as its agent pursuant to this section.  Such
process  may be issued in any court in this state having jurisdiction of
the subject matter.
(2) Service of such process upon the secretary of state shall be  made
by  personally delivering to and leaving with him or his deputy, or with
any person authorized by the secretary of state to receive such service,
at the office of the department of state in the city of Albany,  a  copy

of  such  process  together with the statutory fee, which fee shall be a
taxable disbursement. Such service shall be sufficient if notice thereof
and a copy of the process are:
(i)  delivered personally within or without this state to such limited
partnership by a person and in a manner authorized to serve  process  by
law of the jurisdiction in which service is made, or
(ii) sent by or on behalf of the plaintiff to such limited partnership
by  registered  or  certified  mail with return receipt requested to the
last address of such limited partnership known to the plaintiff.
(3)(i) Where service of a copy of process  was  effected  by  personal
service,  proof of service shall be by affidavit of compliance with this
section filed, together with the process, within thirty days after  such
service,  with  the  clerk  of  the court in which the action or special
proceeding is pending. Service of process shall  be  complete  ten  days
after such papers are filed with the clerk of the court.
(ii)  Where  service  of  a copy of process was effected by mailing in
accordance with this section, proof of service shall be by affidavit  of
compliance  with  this  section filed, together with the process, within
thirty days after receipt of the return receipt signed  by  the  limited
partnership,  or  other  official  proof  of delivery or of the original
envelope mailed. If a copy of the process is mailed in  accordance  with
this  section,  there  shall  be  filed with the affidavit of compliance
either the return receipt signed by such limited partnership,  or  other
official  proof  of  delivery,  if  acceptance  was  refused  by it, the
original envelope  with  a  notation  by  the  postal  authorities  that
acceptance  was  refused. If acceptance was refused a copy of the notice
and process together  with  notice  of  the  mailing  by  registered  or
certified  mail  and  refusal  to  accept shall be promptly sent to such
limited partnership at  the  same  address  by  ordinary  mail  and  the
affidavit  of  compliance  shall  so  state. Service of process shall be
complete ten days after such papers are filed  with  the  clerk  of  the
court.  The  refusal  to  accept delivery of the registered or certified
mail or to sign the return receipt shall not affect the validity of  the
service  and such limited partnership refusing to accept such registered
or certified mail shall  be  charged  with  knowledge  of  the  contents
thereof.
(4)  Service  made as provided in this section without the state shall
have the same force as personal service made within this state.
(5) Nothing in this section shall affect the right to service  process
in any other manner permitted by law.