§ 29–702.01. Formation of limited partnership; certificate of limited partnership.
(a) In order for a limited partnership to be formed, a certificate of limited partnership shall be delivered to the Mayor for filing. The certificate shall state:
(2) The information required by § 29-104.04;
(3) The name and the street and mailing address of each general partner and the limited partnership’s principal office;
(4) Whether the limited partnership is a limited liability limited partnership; and
(5) Any additional information required by subchapter X of this chapter.
(b) A certificate of limited partnership may also contain any other matters but may not vary or otherwise affect the provisions specified in § 29-701.07(b) in a manner inconsistent with that section.
(c) If there has been substantial compliance with subsection (a) of this section, subject to subchapter II of Chapter 1 of this title, a limited partnership is formed when:
(1) The certificate of limited partnership has become effective:
(2) At least 2 persons have become partners;
(3) At least one person has become a general partner; and
(4) At least one person has become a limited partner.
(d) Subject to subsection (b) of this section, if any provision of a partnership agreement is inconsistent with the filed certificate of limited partnership, or with a filed statement of dissociation, termination, or change, or with filed articles of merger, or with a statement of merger, interest exchange, conversion, or domestication filed under Chapter 2 of this title:
(1) The partnership agreement shall prevail as to partners and transferees; and
(2) The filed document shall prevail as to persons, other than partners and transferees, that reasonably rely on the filed record to their detriment.