(1) Each limited partnership shall continuously
maintain in this state an office which may but need not be a
place of its business in this state, at which shall be kept the
records required by *RCW 25.10.050 to be maintained. The office
shall be at a specific geographical location in this state and be
identified by number, if any, and street or building address or
rural route or other geographical address. The office shall not
be identified only by post office box number or other
nongeographic address. For purposes of communicating by mail,
the secretary of state may permit the use of a post office
address in conjunction with the office address.
(2) Each limited partnership shall continuously maintain in
this state an agent for service of process on the limited
partnership, which agent must be an individual resident of this
state, a domestic corporation, a government, governmental
subdivision, agency, or instrumentality, or a foreign corporation
authorized to do business in this state. The agent may, but need
not, be located at the office identified in *RCW 25.10.040(1)
[subsection (1) of this section]. The agent's address shall be
at a specific geographical location in this state and be
identified by number, if any, and street or building address or
rural route or other geographical address. The agent's address
shall not be identified only by post office box number or other
nongeographic address. For purposes of communicating by mail,
the secretary of state may permit the use of a post office
address in conjunction with the agent's geographic address.
(3) A registered agent shall not be appointed without having
given prior written consent to the appointment. The written
consent shall be filed with the secretary of state in such form
as the secretary may prescribe. The written consent shall be
filed with or as a part of the document first appointing a
registered agent. In the event any individual or corporation has
been appointed agent without consent, that person or corporation
may file a notarized statement attesting to that fact, and the
name shall forthwith be removed from the records of the secretary
of state. The registered agent so appointed by a limited
partnership shall be an agent of such limited partnership upon
whom any process, notice, or demand required or permitted by law
to be served upon the limited partnership may be served. If a
limited partnership fails to appoint or maintain a registered
agent in this state, or if its registered agent cannot with
reasonable diligence be found, then the secretary of state shall
be an agent of such limited partnership upon whom any such
process, notice, or demand may be served. Service on the
secretary of state of any such process, notice, or demand shall
be made by delivering to and leaving with the secretary of state,
or with any authorized clerk of the corporation department of the
secretary of state's office, duplicate copies of such process,
notice, or demand. In the event any such process, notice, or
demand is served on the secretary of state, the secretary of
state shall immediately cause one of the copies thereof to be
forwarded by certified mail, addressed to the limited partnership
at the office referred to in *RCW 25.10.040(1) [subsection (1)
of this section]. Any service so had on the secretary of state
shall be returnable in no fewer than thirty days.
The secretary of state shall keep a record of all processes,
notices, and demands served upon the secretary of state under
this section, and shall record therein the time of such service
and the secretary of state's action with reference thereto.
Nothing in this section limits or affects the right to serve
any process, notice, or demand required or permitted by law to be
served upon a limited partnership in any other manner now or
hereafter permitted by law.
Any registered agent may resign as such agent upon filing a
written notice thereof, executed in duplicate, with the secretary
of state, who shall forthwith mail one copy thereof to the
limited partnership. The appointment of such agent shall
terminate upon the expiration of thirty days after receipt of
such notice by the secretary of state.
[2009 c 202 § 4; 1987 c 55 § 3; 1981 c 51 § 4.]
NOTES:
Reviser's note: *(1) RCW 25.10.050 and 25.10.040 were
repealed by 2009 c 188 § 1305, effective July 1, 2010.
(2) RCW 25.10.040 was amended by 2009 c 202 § 4 without
cognizance of its repeal by 2009 c 188 § 1305, effective July 1,
2010. For rule of construction concerning sections amended and
repealed in the same legislative session, see RCW 1.12.025.
RCW 25.10.040
Registered office and agent.
[1987 c 55 § 3; 1981 c 51 § 4.] Repealed by 2009 c 188 § 1305, effective July 1, 2010. See Supplementary Table of Disposition of Former RCW Sections, this volume.
NOTES:
Reviser's note: RCW 25.10.040 was amended by 2009 c 202 § 4 without cognizance of its repeal by 2009 c 188 § 1305, effective July 1, 2010. For rule of construction concerning sections amended and repealed in the same legislative session, see RCW 1.12.025.