674 LAWS OF MARYLAND. [CH. 280

(j) The members desire to make a change in any other
statement in the certificate in order that it shall accurately
represent the agreement between them.

SEC. 22C; (Requirements for Amendment and for Cancel-
lation of Certificate.) (1) The writing to amend a certifi-
cate shall

(a) Conform to the requirements of Section 2 (la) as
far as necessary to set forth clearly the change in the certifi-
cate which it is desired to make, and

(b) Be signed and sworn to by all members, and an
amendment substituting a limited partner or adding a lim-
ited or general partner shall be signed also by the member
to be substituted or added, and when a limited partner is to
be substituted, the amendment shall also be signed by the
assigning limited partner.

(2) The writing to cancel a certificate shall be signed by all
members.

(3) A person desiring the cancellation or amendment of a
certificate, if any person designated in paragraphs (1) and (2)
as a person who must execute the writing refuses to do so, may
petition the Circuit Court of the County or the Superior Court
of Baltimore City to direct a cancellation or amendment
thereof.

(4) If the court finds that the petitioner has a right to have
the writing executed by a person who refuses to do so, it
shall order the Clerk of the Court in the ofiice where the cer-
tificate is recorded to record the cancellation or amendment of
the certificate; and where the certificate is to be amended, the
court shall also cause to be filed for record in said ofiice a cer-
tified copy of its decree setting forth the amendment.

(5) A certificate is amended or cancelled when there is
filed for record in the office of the Clerk of the Court where
the certificate is recorded

(a) A writing in accordance with the provisions of par
agraph (1), or (2) or

(b) A certified copy of the order of court in accordance
with the provisions of paragraph (4).

(6) After the certificate is duly amended in accordance
with this section, the amended certificate shall thereafter be
for all purposes the certificate provided for by this act.

SEC. 22D. (Parties to Actions.) A contributor, unless he
is a general partner, is not a proper party to proceedings by or