Ohio § 1776.33

§ 1776.33.

(A)(1) A partnership may file a statement of partnership authority.  Any statement filed pursuant to this section shall include all of the following: (a) The name of the partnership; (b) The street address of the partnership's chief executive office and that of one office

in this state, if an office exists in this state; (c) The names and mailing addresses of all of the partners or of an information agent

the partnership appoints and maintains for the purpose of division (B) of this section; (d) The name and address of the agent for service of process and the signed acceptance

of appointment, as section 1776.07 of the Revised Code requires. (2) Any statement filed pursuant to this section may state the names of the partners

authorized to execute an instrument transferring real property held in the name of

the partnership, the authority, including any limitations, that some or all of the

partners have to enter into other transactions on behalf of the partnership, and any

other matter. (B) If a filed statement of partnership authority names an agent, that agent shall maintain

a list of the names and mailing addresses of all of the partners and make the list

available to any person on request for good cause shown. (C) If a filed statement of partnership authority is executed pursuant to division (C) of section 1776.05 of the Revised Code and states the name of the partnership but does not contain all of the other information

division (A) of this section requires, that statement shall operate as provided in

divisions (D) and (E) of this section with respect to a person not a partner. (D) Except as otherwise provided in division (G) of this section, a filed statement of

partnership authority supplements the authority of a partner to enter into transactions

on behalf of the partnership as follows: (1) Except for transfers of real property, a grant of authority contained in a filed

statement of partnership authority is conclusive in favor of any person who gives

value without knowledge to the contrary, so long as, and to the extent that, another

filed statement does not contain a limitation on that authority.  A filed cancellation of a limitation on authority revives the previous grant of

authority. (2) A grant of authority to transfer real property held in the name of the partnership

that is contained in a certified copy of a filed statement of partnership authority

recorded in the office of a county recorder, is conclusive as to real property in

the county where the statement is recorded, in favor of a person who gives value without

knowledge to the contrary, so long as, and to the extent that, a certified copy of

a filed statement containing a limitation on that authority is not of record in the

same office.  Recording a certified copy of a filed cancellation of a limitation on authority

in the office of a county recorder revives the previous grant of authority filed in

that office. (E) A person not a partner is deemed to know of a limitation of a partner's authority

to transfer real property held in the name of the partnership if a certified copy

of the filed statement containing the limitation on authority is of record in the

office for recording transfers of that real property. (F) Except as otherwise provided in divisions (D) and (E) of this section and sections 1776.57 and 1776.65 of the Revised Code , a person not a partner is not deemed to know of a limitation on the authority of

a partner merely because the limitation is contained in a filed statement. (G) Unless earlier canceled, a filed statement of partnership authority is canceled by

operation of law five years after the date on which the statement, or the most recent

amendment, is filed with the secretary of state.