reglab/housing_qa huggingface dataset:
TX Bus Orgs § 101.631 (2021)
2021 Texas Statutes|Business Organizations Code|Title 3 - Limited Liability Companies|Chapter 101 - Limited Liability Companies|Subchapter M. Series Limited Liability Company|Section 101.631. Filing of Certificate of Conversion

Text of section effective on June 01, 2022Sec. 101.631.  FILING OF CERTIFICATE OF CONVERSION.  (a)  After adoption of a plan of conversion as provided by Section 101.628, a certificate of conversion must be signed by the converting series and must include a statement certifying the following:(1)  the name of the limited liability company and, if it has been changed, the name under which the company's certificate of formation was originally filed;(2)  the filing number of the limited liability company assigned by the secretary of state; (3)  the name of the converting series and, if it is a registered series and its name has been changed, the name under which its certificate of registered series was originally filed;(4)  if the converting series is a registered series, the filing number of the registered series assigned by the secretary of state; (5)  that a plan of conversion is on file at the principal place of business of the converting series, and the address of the principal place of business;(6)  that a plan of conversion will be on file after the conversion at the principal place of business of the converted series, and the address of the principal place of business; (7)  that a copy of the plan of conversion will be on written request furnished without cost by the converting series before the conversion or by the converted series after the conversion to any owner or member of the converting series or the converted series; and(8)  that the plan of conversion has been adopted as required by the company agreement of the limited liability company and Section 101.628.(b)  The certificate of conversion must be filed with the secretary of state in accordance with Section 101.627.|Added by Acts 2021, 87th Leg., R.S., Ch. 43 (S.B. 1523), Sec. 1, eff. June 1, 2022.|
TX Bus Orgs § 101.632 (2021)
2021 Texas Statutes|Business Organizations Code|Title 3 - Limited Liability Companies|Chapter 101 - Limited Liability Companies|Subchapter M. Series Limited Liability Company|Section 101.632. Prohibition on Conversion Permitted

Text of section effective on June 01, 2022Sec. 101.632.  PROHIBITION ON CONVERSION PERMITTED.  A company agreement may prohibit the conversion of a registered series or protected series of the company under Sections 101.627 through 101.631.|Added by Acts 2021, 87th Leg., R.S., Ch. 43 (S.B. 1523), Sec. 1, eff. June 1, 2022.|
TX Bus Orgs § 101.636 (2021)
2021 Texas Statutes|Business Organizations Code|Title 3 - Limited Liability Companies|Chapter 101 - Limited Liability Companies|Subchapter M. Series Limited Liability Company|Section 101.636. Prohibition on Merger Permitted

Text of section effective on June 01, 2022Sec. 101.636.  PROHIBITION ON MERGER PERMITTED.  A company agreement may provide that a protected series or registered series company does not have the power to merge under Section 101.633.|Added by Acts 2021, 87th Leg., R.S., Ch. 43 (S.B. 1523), Sec. 1, eff. June 1, 2022.|
TX Bus Orgs § 152.001 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter A. General Provisions|Section 152.001. Definitions

Sec. 152.001.  DEFINITIONS.  In this chapter:(1)  "Event of withdrawal" or "withdrawal" means an event specified by Section 152.501(b).(2)  "Event requiring a winding up" means an event specified by Section 11.051 or 11.057.(3)  "Foreign limited liability partnership" means a partnership that:(A)  is foreign;  and(B)  has the status of a limited liability partnership pursuant to the laws of the jurisdiction of formation.(4)  "Other partnership provisions" means the provisions of Chapters 151 and 154 and Title 1 to the extent applicable to partnerships.(5)  "Transfer" includes:(A)  an assignment;(B)  a conveyance;(C)  a lease;(D)  a mortgage;(E)  a deed;(F)  an encumbrance;  and(G)  the creation of a security interest.(6)  "Withdrawn partner" means a partner with respect to whom an event of withdrawal has occurred.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.003 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter A. General Provisions|Section 152.003. Supplemental Principles of Law

Sec. 152.003.  SUPPLEMENTAL PRINCIPLES OF LAW.  The principles of law and equity and the other partnership provisions supplement this chapter unless otherwise provided by this chapter or the other partnership provisions.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.004 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter A. General Provisions|Section 152.004. Rule of Statutory Construction Not Applicable

Sec. 152.004.  RULE OF STATUTORY CONSTRUCTION NOT APPLICABLE.  The rule that a statute in derogation of the common law is to be strictly construed does not apply to this chapter or the other partnership provisions.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.005 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter A. General Provisions|Section 152.005. Applicable Interest Rate

Sec. 152.005.  APPLICABLE INTEREST RATE.  If an obligation to pay interest arises under this chapter and the rate is not specified, the interest rate is the rate specified by Section 302.002, Finance Code.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.051 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter B. Nature and Creation of Partnership|Section 152.051. Partnership Defined

Sec. 152.051.  PARTNERSHIP DEFINED.  (a)  In this section, "association" does not have the meaning of the term "association" under Section 1.002.(b)  Except as provided by Subsection (c) and Section 152.053(a), an association of two or more persons to carry on a business for profit as owners creates a partnership, regardless of whether:(1)  the persons intend to create a partnership;  or(2)  the association is called a "partnership," "joint venture," or other name.(c)  An association or organization is not a partnership if it was created under a statute other than:(1)  this title and the provisions of Title 1 applicable to partnerships and limited partnerships;(2)  a predecessor to a statute referred to in Subdivision (1);  or(3)  a comparable statute of another jurisdiction.(d)  The provisions of this chapter govern limited partnerships only to the extent provided by Sections 153.003 and 153.152 and Subchapter H, Chapter 153.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.052 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter B. Nature and Creation of Partnership|Section 152.052. Rules for Determining if Partnership Is Created

Sec. 152.052.  RULES FOR DETERMINING IF PARTNERSHIP IS CREATED.  (a)  Factors indicating that persons have created a partnership include the persons':(1)  receipt or right to receive a share of profits of the business;(2)  expression of an intent to be partners in the business;(3)  participation or right to participate in control of the business;(4)  agreement to share or sharing:(A)  losses of the business;  or(B)  liability for claims by third parties against the business;  and(5)  agreement to contribute or contributing money or property to the business.(b)  One of the following circumstances, by itself, does not indicate that a person is a partner in the business:(1)  the receipt or right to receive a share of profits as payment:(A)  of a debt, including repayment by installments;(B)  of wages or other compensation to an employee or independent contractor;(C)  of rent;(D)  to a former partner, surviving spouse or representative of a deceased or disabled partner, or transferee of a partnership interest;(E)  of interest or other charge on a loan, regardless of whether the amount varies with the profits of the business, including a direct or indirect present or future ownership interest in collateral or rights to income, proceeds, or increase in value derived from collateral;  or(F)  of consideration for the sale of a business or other property, including payment by installments;(2)  co-ownership of property, regardless of whether the co-ownership:(A)  is a joint tenancy, tenancy in common, tenancy by the entirety, joint property, community property, or part ownership;  or(B)  is combined with sharing of profits from the property;(3)  the right to share or sharing gross returns or revenues, regardless of whether the persons sharing the gross returns or revenues have a common or joint interest in the property from which the returns or revenues are derived;  or(4)  ownership of mineral property under a joint operating agreement.(c)  An agreement by the owners of a business to share losses is not necessary to create a partnership.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.053 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter B. Nature and Creation of Partnership|Section 152.053. Qualifications to Be Partner; Nonpartner's Liability to Third Person

Sec. 152.053.  QUALIFICATIONS TO BE PARTNER;  NONPARTNER'S LIABILITY TO THIRD PERSON.  (a)  A person may be a partner unless the person lacks capacity apart from this chapter.(b)  Except as provided by Section 152.307, a person who is not a partner in a partnership under Section 152.051 is not a partner as to a third person and is not liable to a third person under this chapter.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.054 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter B. Nature and Creation of Partnership|Section 152.054. False Representation of Partnership or Partner

Sec. 152.054.  FALSE REPRESENTATION OF PARTNERSHIP OR PARTNER.  (a)  A false representation or other conduct falsely indicating that a person is a partner with another person does not of itself create a partnership.(b)  A representation or other conduct indicating that a person is a partner in an existing partnership, if that is not the case, does not of itself make that person a partner in the partnership.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.055 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter B. Nature and Creation of Partnership|Section 152.055. Authority of Certain Professionals to Create Partnership

Sec. 152.055.  AUTHORITY OF CERTAIN PROFESSIONALS TO CREATE PARTNERSHIP.  (a)  Persons licensed as doctors of medicine and persons licensed as doctors of osteopathy by the Texas Medical Board, persons licensed as podiatrists by the Texas Department of Licensing and Regulation, and persons licensed as chiropractors by the Texas Board of Chiropractic Examiners may create a partnership that is jointly owned by those practitioners to perform a professional service that falls within the scope of practice of those practitioners.(b)  When doctors of medicine, osteopathy, podiatry, and chiropractic create a partnership that is jointly owned by those practitioners, the authority of each of the practitioners is limited by the scope of practice of the respective practitioners and none can exercise control over the other's clinical authority granted by their respective licenses, either through agreements, bylaws, directives, financial incentives, or other arrangements that would assert control over treatment decisions made by the practitioner.(c)  The Texas Medical Board, the Texas Department of Licensing and Regulation, and the Texas Board of Chiropractic Examiners continue to exercise regulatory authority over their respective licenses.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.Amended by: Acts 2017, 85th Leg., R.S., Ch. 388 (S.B. 679), Sec. 2, eff. June 1, 2017.Acts 2019, 86th Leg., R.S., Ch. 467 (H.B. 4170), Sec. 19.002, eff. September 1, 2019.|
TX Bus Orgs § 152.0551 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter B. Nature and Creation of Partnership|Section 152.0551. Partnerships Formed by Physicians and Physician Assistants

Sec. 152.0551.  PARTNERSHIPS FORMED BY PHYSICIANS AND PHYSICIAN ASSISTANTS.  (a)  Physicians licensed under Subtitle B, Title 3, Occupations Code, and physician assistants licensed under Chapter 204, Occupations Code, may create a partnership to perform a professional service that falls within the scope of practice of those practitioners.(b)  A physician assistant may not be a general partner or participate in the management of the partnership.(c)  A physician assistant may not contract with or employ a physician to be a supervising physician of the physician assistant or of any physician in the partnership.(d)  The authority of each practitioner is limited by the scope of practice of the respective practitioner.  An organizer of the entity must be a physician and ensure that a physician or physicians control and manage the entity.(e)  Nothing in this section may be construed to allow the practice of medicine by someone not licensed as a physician under Subtitle B, Title 3, Occupations Code, or to allow a person not licensed as a physician to direct the activities of a physician in the practice of medicine.(f)  A physician assistant or combination of physician assistants may have only a minority ownership interest in an entity created under this section. The ownership interest of an individual physician assistant may not equal or exceed the ownership interest of any individual physician owner. A physician assistant or combination of physician assistants may not interfere with the practice of medicine by a physician owner or the supervision of physician assistants by a physician owner.(g)  The Texas Medical Board and the Texas Physician Assistant Board continue to exercise regulatory authority over their respective license holders according to applicable law. To the extent of a conflict between Subtitle B, Title 3, Occupations Code, and Chapter 204, Occupations Code, or any rules adopted under those statutes, Subtitle B, Title 3, or a rule adopted under that subtitle controls.|Added by Acts 2011, 82nd Leg., R.S., Ch. 782 (H.B. 2098), Sec. 2, eff. June 17, 2011.|
TX Bus Orgs § 152.056 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter B. Nature and Creation of Partnership|Section 152.056. Partnership as Entity

Sec. 152.056.  PARTNERSHIP AS ENTITY.  A partnership is an entity distinct from its partners.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.101 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter C. Partnership Property|Section 152.101. Nature of Partnership Property

Sec. 152.101.  NATURE OF PARTNERSHIP PROPERTY.  Partnership property is not property of the partners.  A partner or a partner's spouse does not have an interest in partnership property.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.102 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter C. Partnership Property|Section 152.102. Classification as Partnership Property

Sec. 152.102.  CLASSIFICATION AS PARTNERSHIP PROPERTY.  (a)  Property is partnership property if acquired in the name of:(1)  the partnership;  or(2)  one or more partners, regardless of whether the name of the partnership is indicated, if the instrument transferring title to the property indicates:(A)  the person's capacity as a partner;  or(B)  the existence of a partnership.(b)  Property is presumed to be partnership property if acquired with partnership property, regardless of whether the property is acquired as provided by Subsection (a).(c)  Property acquired in the name of one or more partners is presumed to be the partner's property, regardless of whether the property is used for partnership purposes, if the instrument transferring title to the property does not indicate the person's capacity as a partner or the existence of a partnership, and if the property is not acquired with partnership property.(d)  For purposes of this section, property is acquired in the name of the partnership by a transfer to:(1)  the partnership in its name;  or(2)  one or more partners in the partners' capacity as partners in the partnership, if the name of the partnership is indicated in the instrument transferring title to the property.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.201 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter D. Relationship Between Partners and Between Partners and Partnerships|Section 152.201. Admission as Partner

Sec. 152.201.  ADMISSION AS PARTNER.  A person may become a partner only with the consent of all partners.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.202 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter D. Relationship Between Partners and Between Partners and Partnerships|Section 152.202. Credits of and Charges to Partner

Sec. 152.202.  CREDITS OF AND CHARGES TO PARTNER.  (a)  Each partner is credited with an amount equal to:(1)  the cash and the value of property the partner contributes to a partnership;  and(2)  the partner's share of the partnership's profits.(b)  Each partner is charged with an amount equal to:(1)  the cash and the value of other property distributed by the partnership to the partner;  and(2)  the partner's share of the partnership's losses.(c)  Each partner is entitled to be credited with an equal share of the partnership's profits and is chargeable with a share of the partnership's capital or operating losses in proportion to the partner's share of the profits.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.203 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter D. Relationship Between Partners and Between Partners and Partnerships|Section 152.203. Rights and Duties of Partner

Sec. 152.203.  RIGHTS AND DUTIES OF PARTNER.  (a)  Each partner has equal rights in the management and conduct of the business of a partnership.  A partner's right to participate in the management and conduct of the business is not community property.(b)  A partner may use or possess partnership property only on behalf of the partnership.(c)  A partner is not entitled to receive compensation for services performed for a partnership other than reasonable compensation for services rendered in winding up the business of the partnership.(d)  A partner who, in the proper conduct of the business of the partnership or for the preservation of its business or property, reasonably makes a payment or advance beyond the amount the partner agreed to contribute, or who reasonably incurs a liability, is entitled to be repaid and to receive interest from the date of the:(1)  payment or advance;  or(2)  incurrence of the liability.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.204 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter D. Relationship Between Partners and Between Partners and Partnerships|Section 152.204. General Standards of Partner's Conduct

Sec. 152.204.  GENERAL STANDARDS OF PARTNER'S CONDUCT.  (a)  A partner owes to the partnership, the other partners, and a transferee of a deceased partner's partnership interest as designated in Section 152.406(a)(2):(1)  a duty of loyalty; and(2)  a duty of care.(b)  A partner shall discharge the partner's duties to the partnership and the other partners under this code or under the partnership agreement and exercise any rights and powers in the conduct or winding up of the partnership business:(1)  in good faith;  and(2)  in a manner the partner reasonably believes to be in the best interest of the partnership.(c)  A partner does not violate a duty or obligation under this chapter or under the partnership agreement merely because the partner's conduct furthers the partner's own interest.(d)  A partner, in the partner's capacity as partner, is not a trustee and is not held to the standards of a trustee.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.Amended by: Acts 2005, 79th Leg., Ch. 64 (H.B. 1319), Sec. 77, eff. January 1, 2006.|
TX Bus Orgs § 152.205 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter D. Relationship Between Partners and Between Partners and Partnerships|Section 152.205. Partner's Duty of Loyalty

Sec. 152.205.  PARTNER'S DUTY OF LOYALTY.  A partner's duty of loyalty includes:(1)  accounting to and holding for the partnership property, profit, or benefit derived by the partner:(A)  in the conduct and winding up of the partnership business;  or(B)  from use by the partner of partnership property;(2)  refraining from dealing with the partnership on behalf of a person who has an interest adverse to the partnership;  and(3)  refraining from competing or dealing with the partnership in a manner adverse to the partnership.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.206 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter D. Relationship Between Partners and Between Partners and Partnerships|Section 152.206. Partner's Duty of Care

Sec. 152.206.  PARTNER'S DUTY OF CARE.  (a)  A partner's duty of care to the partnership and the other partners is to act in the conduct and winding up of the partnership business with the care an ordinarily prudent person would exercise in similar circumstances.(b)  An error in judgment does not by itself constitute a breach of the duty of care.(c)  A partner is presumed to satisfy the duty of care if the partner acts on an informed basis and in compliance with Section 152.204(b).|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.207 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter D. Relationship Between Partners and Between Partners and Partnerships|Section 152.207. Standards of Conduct Applicable to Person Winding Up Partnership Business

Sec. 152.207.  STANDARDS OF CONDUCT APPLICABLE TO PERSON WINDING UP PARTNERSHIP BUSINESS.  Sections 152.204-152.206 apply to a person winding up the partnership business as the personal or legal representative of the last surviving partner to the same extent that those sections apply to a partner.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|Sec. 152.208.  AMENDMENT TO PARTNERSHIP AGREEMENT.  A partnership agreement may be amended only with the consent of all partners.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 152.209 (2021)
2021 Texas Statutes|Business Organizations Code|Title 4 - Partnerships|Chapter 152 - General Partnerships|Subchapter D. Relationship Between Partners and Between Partners and Partnerships|Section 152.209. Decision-Making Requirement

Sec. 152.209.  DECISION-MAKING REQUIREMENT.  (a)  A difference arising in a matter in the ordinary course of the partnership business may be decided by a majority-in-interest of the partners.(b)  An act outside the ordinary course of business of a partnership may be undertaken only with the consent of all partners.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|