The Florida Senate

620.1809  Administrative dissolution.--

(1)  The Department of State may dissolve a limited partnership administratively if the limited partnership does not, within 60 days after the due date:

(a)  Pay any fee or penalty due to the Department of State under this act or other law;

(b)  Deliver its annual report to the Department of State;

(c)  Appoint and maintain a registered agent as required by s. 620.1114; or

(d)  Deliver for filing a statement of a change under s. 620.1115 within 30 days after a change has occurred in the name of the registered agent or the registered office address.

(2)  If the Department of State determines that a ground exists for administratively dissolving a limited partnership, the Department of State shall file a record of the determination and send a copy to the limited partnership.

(3)  If within 60 days after sending the copy the limited partnership does not correct each ground for dissolution or demonstrate to the reasonable satisfaction of the Department of State that each ground determined by the Department of State does not exist, the Department of State shall administratively dissolve the limited partnership by preparing, signing, and filing a declaration of dissolution that states the grounds for dissolution. The Department of State shall send the limited partnership a copy of the filed declaration.

(4)  A limited partnership administratively dissolved continues its existence but may carry on only activities necessary to wind up its activities and liquidate its assets under ss. 620.1803 and 620.1812 and to notify claimants under ss. 620.1806 and 620.1807

(5)  The administrative dissolution of a limited partnership does not terminate the authority of its agent for service of process.

(6)  A partner of a limited partnership is not liable for the obligations of the limited partnership solely by reason of the foreign limited partnership's having been administratively dissolved pursuant to this section.

History.--s. 17, ch. 2005-267.