The Attorney General of Texas 

July 29, 1983 

JIM MATTOX 

Attorney General 

Supreme Court Building 

P. 0. Box 12546 

Austin, TX. 78711~2548 

51214752501 

T&X 9101674-1367 

TelecoiYer 51214750266 

1607 Main St., Suite 1400 

Dallas, TX. 75201.4709 

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El paso. TX. 79905-2793 

9151533.3484 

P 

lLLo Dallas Ave.. Suite 202 

Houston, TX. 77002-6966 

7131650-0666 

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606/747-5238 

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McAllen. TX. 76501-1665 

5121662-4547 

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San Antonio, TX. 78205-2797 

5121225-4191 

An Equal Opportunityl 

Affirmative Action Employer 

Honorable Gerald Hill 

Chairman 

Elections Committee 

Texas House of Representatives 

P. 0. Box 2910 

Austin, Texas 78769 

opinion No. JM-50 

I&: Whether a corporation may 

contribute to a non-profit 

organization which serves as a 

research arm of a legislative 

csucus 

Dear Representative Hill: 

You have requested our opinion as to whether a corporation may 

contribute to a non-profit organization that conducts research for a 

legislative caucus. You submitted as representative of the question a 

description of a contribution by a business corporation to such a 

non-profit corporation. We assume that your question relates only to 

contributions by corporations organized or operating under authority 

of the Texas Business Corporation Act and to contributions that will 

be used by a non-profit corporation for nonpartisan research, the 

subjects of which are suggested by a legislative caucus. We 

understand that the research data and reports of the non-profit 

corporation are disseminated to all members of the legislature and 

other interested persons. 

In forming our opinion, we considered the possible effect of the 

Texas Business Corporation Act, article 1349 of the Revised Statutes, 

the Political Funds Reporting and Disclosure Act, the Lobby Act, and 

Penal Code provisions dealing with bribery and corrupt influence. 

One aspect of your question concerns the authority of a business 

corporation to make a gift of the corporation’s assets. Under general 

law, a corporation may make donations for the public welfare and for 

purposes that are charitable, scientific, or educational, unless the 

donation is inconsistent with limitations in the corporation’s 

articles of incorporation. Bus. Corp. Act art. 2.02(A)(14), 2.02(B). 

Contributions of the assets or property of a corporation, however, may 

not be made to organizations that are in any manner or to any extent 

directly or indirectly engaged in the following: (1) furthering the 

cause of a political party; (2) aiding in the election or defeat of a 

candidate for office; (3) aiding in defraying the expenses of a 

candidate for office; or (4) defraying or aiding in defraying the 

expenses of a political campaign or political headquarters. V.T.C.S. 

art. 1349. 

p. 212 
Honorable Gerald Hill - Page 2 (JM-50) 

7 

we believe a non-profit research organization operating as you 

described does not directly or indirectly participate in the election 

of a candidate for office or further the cause of a political party. 

Accordingly, a business corporation may make contributions of its 

assets to a research organization. The fact that the research is 

performed for a legislative caucus does not alter this conclusion. 

The Political Funds Reporting and Disclosure Act, codified in 

chapter 14 of the Texas Election Code, regulates political campaign 

financing and contributions to candidates, officeholders, and 

political committees. A contribution within the meaning of chapter 14 

is something of value transferred to a candidate or political 

committee with the intent that it be used in an election or 

transferred to an officeholder for use in financing the duties and 

functions of his office that are not reimbursable out of public money. 

Elec. Code art. 14.01(D). Article 14.06 prohibits certain corporate 

contributions, including contributions from a corporation organized or 

operating under authority of the Business Corporation Act. The 

article also prohibits a candidate, officeholder, or political 

committee from knowingly accepting a corporate contribution. The 

donations about which you inquire are not made by the corporation to s 

candidate or officeholder, but to a separate research organization. 

To be deemed a political committee, that research organization must 

collect contributions or make expenditures for candidates to public 

office or for officeholders. Elec. Code art. 14.01(O). See also 

Attorney General Opinions MW-48 (1979); H-743 (1975); H-486, H-252 

(1974); H-189 (1973). Since the Political Funds Reporting and 

Disclosure Act is a penal statute that requires strict construction, 

we do not believe that the dissemination of information based on the 

organization's nonpartisan research and study constitutes a prohibited 

contribution or expenditure under article 14.06 of the Election Code. 

e State v. Duke, 137 S.W. 654, 655 (Tex. 1911); Texas State Board of 

Medical Examiners v. McClellan, 307 S.W.2d 317 (Tex. Civ. App. - 

Houston 1957, writ ref'd n.r.e.). Further, section 14.06 expressly 

authorizes corporations to make contributions or expenditures to 

support or oppose measures, which are defined as proposals "submitted 

to the people for their approval or rejection at an election, 

including any proposed law, Act or part of an Act of the legislature, 

revision of or amendment to the constitution." See Elec. Code art. 

14.01(M); First National Bank of Boston v. Bellxi, 435 U.S. 765 

(1978); Attorney General Opinions MW-48 (1979); H-1175 (1978). 

The Lobby Act, article 6252-9c, V.T.C.S., requires persons, 

including corporations, to register as lobbyists and report their 

contributions if they make certain expenditures and communications to 

influence legislation. Id. §3. The contribution or expenditure is 

not prohibited, but must be reported to the secretary of state. This 

office several times has reiterated the following: 

The Lobby Act, as a penal statute, is carefully 

drafted to reach only those persons who make 

p. 213 
Honorable Gerald Hill - Page 3 (JM-50) 

contributions or expenditures for 'communicating 

directly' with one or more members of the 

Legislative or Executive branches to influence 

legislation. Section 1 states the policy of the 

Lobby Act to be the public disclosure of 

activities and expenditures made to urge 'specific 

actions' with respect to legislation. 

Attorney General Opinions MW-48 (1979); H-252 (1974). For purposes of 

the Lobby Act, "direct communication" with members of the legislative 

or executive branches means a "contact in person or by telephone, 

telegraph, or letter." V.T.C.S. art. 6252-9c, 52(S). Therefore, it 

is consistent with prior opinions of this office to conclude that 

corporate contributions to a non-profit corporation for nonpartisan 

research on subjects suggested by a legislative caucus are not lobby 

expenditures for purposes of article 6252-9c. See Attorney General 

Opinions MW-48 (1979); H-743 (1975); H-486, H-252 (1974); H-191 

(1973). 

Certain conduct similar to lobbying could constitute a crime if 

it included the elements of bribery or other offenses under chapter 36 

of the Texas Penal Code, such as intentionally or knowingly offering, 

conferring, soliciting, or accepting a pecuniary benefit as 

consideration for the recipient's decision, opinion, recommendation, 

vote, or other exercise of discretion as a public servant or party 

official. See Tex. Const. art. XVI, 841; Penal Code §§36.01, 36.02, 

36.08(f), 36.10; Attorney General Opinion H-265 (1974). In our 

opinion, the factual situation that you presented does not involve 

violations of chapter 36 of the Texas Penal Code dealing with bribery 

and corrupt influence. 

SUMMARY 

A contribution by a business corporation to a 

non-profit organization conducting non-partisan 

research for a legislative caucus is not 

necessarily prohibited by or subject to the Texas 

Business Corporation Act, article 1349 of the 

Revised Statutes, the Political Funds Reporting 

and Disclosure Act, the Lobby Act, or chapter 36 

of the Texas Penal Code. 

JIM MATTOX 

Attorney General of Texas 

TOM GREEN 

First Assistant Attorney General 

p. 214 
. . . 

Honorable Gerald Hill - Page 4 (JM-50) 

DAVID R. RICHARDS 

Executive Assistant Attorney General 

Prepared by Nancy Sutton 

Assistant Attorney General 

APPROVED: 

OPINION COMMITTEE 

Rick Gilpin, Acting Chairman 

David Brooks 

Colin Carl 

Susan Garrison 

Nancy Sutton 

p. 215