[§425-172] Withdrawal procedure for foreign limited liability partnership. (a) Any foreign limited liability partnership that has registered under section 425-155 to transact business in this State may withdraw and surrender its right to engage in business within this State by securing from the director a certificate of withdrawal. Any such partnership shall file in the office of the director an application for withdrawal, certified and signed by a partner, that shall set forth:

(1) The name of the foreign limited liability partnership, and the jurisdiction in which, or in accordance with the laws of which, it is formed;

(2) That the foreign limited liability partnership is not transacting business in this State;

(3) That the foreign limited liability partnership surrenders its authority to transact business in this State;

(4) That the foreign limited liability partnership revokes the authority of its registered agent in this State to accept service of process, and consents that service of process in any action, suit, or proceeding based upon any cause of action arising in this State during the time the partnership was authorized to transact business in this State may thereafter be made on the partnership by service thereof on the director;

(5) The name and resident address of each partner resident in Hawaii;

(6) The dates that notice of the foreign limited liability partnership's intent to withdraw from the State was published, once in each of four successive weeks (four publications) in a newspaper of general circulation published in the State. The foreign limited liability partnership, with the approval of the director, may omit the publication of the notice if the partnership has insufficient assets to pay for the publication;

(7) That all taxes, debts, obligations, and liabilities of the foreign limited liability partnership in the State have been paid and discharged or that adequate provision has been made therefor;

(8) A mailing address to which the director may mail a copy of any process against the foreign limited liability partnership that may be served on the director; and

(9) Additional information as may be necessary or appropriate to enable the director to determine and assess any unpaid fees payable by the foreign limited liability partnership.

(b) Upon the filing and the approval by the director of the application under subsection (a), and after the payment of a fee of $100, the director shall issue to the partnership a certificate stating that it has withdrawn and surrendered its rights to engage in business within this State. No partnership may withdraw from this State without complying with the conditions of this section and until compliance, service of legal notices and processes may be made on any agent of the partnership within the State. If none can be found within the State, and in case the partnership, if a foreign limited liability partnership, has not filed with the director pursuant to section 425-155, the name of a person upon whom legal notice and process from the courts of the State may be served, and likewise if the person so named is not found within the State, service may be made upon the partnership by registered or certified mail, return receipt requested, addressed to a partner of the partnership at its principal office. Service using registered or certified mail is perfected at the earliest of:

(1) The date the partnership receives the mail;

(2) The date shown on the return receipt, if signed on behalf of the partnership; or

(3) Five days after its deposit in the United States mail, as evidenced by the postmark, if mailed postpaid and correctly addressed.

(c) Nothing in this section shall limit or affect the right to serve any process, notice, or demand required or permitted by law to be served upon a partnership in any other manner permitted by law. [L 1996, c 93, pt of §1]