Hon. Tom L. Beauchamp 

Secretary of State 

Austin, Texas 

Dear Sir: 

Opinion No. O-745 

Re: Renewal of the charter of 

Weatherford, Mineral Wells 

& Northwestern Railroad Co. 

Your request for an opinion as to the amount of the filing 

fee to be charged for the renewal of the charter of the Weatherford, 

Mineral Wells & Northwestern Railroad Company, and as to whether the 

renewal resolution and certificate should be submitted to the Attorney 

General's Department for examination and approval, has been received 

by this department. 

Article 6268 of our Revised Civil Statutes expressly provides the manner for renewing the charter of a railroad corporation. 

None of the articles relating to railroads make'any provisions for 

the filing fee of the renewal of a charter.' 

We think that the filing of the renewal resolution and 

certificate of this concern is an amendment to the original charter, 

and the filing fee is fixed by the terms of article 3914~, of,our 

Revised Civil Statutes. 

Article 3914, Revised Civil Statutes, reads, in part, 

as follows: 

"The Secretary of State is authorized and 

required to charge for the use of the State the 

following other fees: 

"Upon filing each charter, amendment, or 

supplement thereto of a channel and dock, railroad, magnetic telegraph line, street railway 

or express corporation, a filing fee of two 

hundred ($200.00) dollars, provided, that if 

the authorized capital stock exceeds one hundred thousand ($lOO,OOO.OO) dollars, an additional filing fee of fifty cents for each one 
Hon. Tom L. Beauchamp, page 2 (O-745) 

thousand ($l,OOO.OO) dollars authorized capital 

stock or fractional part thereof, after the first 

one hundred thousand' ($lOO,OOO.OO) dollars shall 

be paid." 

Your letter recites the capital stock of this corporation 

is $100,000.00. The above article provides for filing fees of each 

charter, amendment or supplerkent thereto of certain corporations, 

among them "railroads" and we think this article is decisive of 

your first question. The filing fee is two hundred ($200.00) dollars. 

We call your attention to volume 13 of American JurispNdence, section 85, page 228 which reads as follows: 

"A mere extension of a cbrporate term of 

existence, made.either before or after the expiration of the original term is uniformly held 

to constitute a contihuation of the old and not 

the creation of a new ,corporation." 

There are a good many cases as authority for the above 

stat.ement, one of them being the case of Ohio Tie Co. v. Brunner, 

Secretary of State, 146 SW 749, a Kentucky case. We also find as 

a concurr+g authority on this question a'foraer opinion by this 

department to the Eon. A. J.~Power, Assistant Secretary of State, 

Way 22, 1933, written by Pat Dougherty, Assistant Attorney General' 

and found in opinion book No. 346, at page 529. 

As to the submission of the renewal tc thls'deepartment 

for examination and approval, you are'familiar with article 6263 

of our Revised Civil Statutes, which reads as follows: 

'The articles of incorporation, when .so 

prepared, adopted and signed, shall be submitted to the Attorney General, and, if he finds 

them to be in accordance with the provisions 

of this chapter and not in conflict with the 

laws of the United States, or of this state, 

he shall attach thereto a certificate to that 

effect." 

In view of our holding that this renewal is an amendment 

to the charter of the above corporation, we do not think that it 

is necessary to submit the renewal resolution to this department 
Hon. Tom L. Beauchamp, page 3 (O-745) 

for its examination and approval. We do not think article 6263 

requires that it be done since this procedure is amendatory in 

character. 

Yours very truly 

ATTOMEY GENERAL OF TEXAS 

By /6/ Morris Hodges 

Morris Hodges 

Assistant 

MH:omb:lln 

APPROVED: 

I4 Gerald C. Mann 

ATTORNEY GENERALOFTEXAS 

APPROVED 

OPINION 

COMMITPEE 

BY /s/ GRL 

CHAIRMAN