reglab/housing_qa huggingface dataset:
TX Bus Orgs § 3.003 (2021)
2021 Texas Statutes|Business Organizations Code|Title 1 - General Provisions|Chapter 3 - Formation and Governance|Subchapter A. Formation, Existence, and Certificate of Formation|Section 3.003. Duration

Sec. 3.003.  DURATION.  A domestic entity exists perpetually unless otherwise provided in the governing documents of the entity.  A domestic entity may be terminated in accordance with this code or the Tax Code.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 3.004 (2021)
2021 Texas Statutes|Business Organizations Code|Title 1 - General Provisions|Chapter 3 - Formation and Governance|Subchapter A. Formation, Existence, and Certificate of Formation|Section 3.004. Organizers

Sec. 3.004.  ORGANIZERS.  (a)  Any person having the capacity to contract for the person or for another may be an organizer of a filing entity.(b)  Each organizer of a filing entity must sign the certificate of formation of the filing entity, except that:(1)  each general partner must sign the certificate of formation of a domestic limited partnership;  and(2)  each trust manager must sign and acknowledge before an officer who is authorized by law to take acknowledgment of a deed the certificate of formation of a domestic real estate investment trust.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 3.005 (2021)
2021 Texas Statutes|Business Organizations Code|Title 1 - General Provisions|Chapter 3 - Formation and Governance|Subchapter A. Formation, Existence, and Certificate of Formation|Section 3.005. Certificate of Formation

Sec. 3.005.  CERTIFICATE OF FORMATION.  (a)  The certificate of formation must state:(1)  the name of the filing entity being formed;(2)  the type of filing entity being formed;(3)  for filing entities other than limited partnerships, the purpose or purposes for which the filing entity is formed, which may be stated to be or include any lawful purpose for that type of entity;(4)  for filing entities other than limited partnerships, the period of duration, if the entity is not formed to exist perpetually and is intended to have a specific period of duration;(5)  the street address of the initial registered office of the filing entity and the name of the initial registered agent of the filing entity at the office;(6)  the initial mailing address of the filing entity;(7)  the name and address of each:(A)  organizer for the filing entity, unless the entity is formed under a plan of conversion or merger;(B)  general partner, if the filing entity is a limited partnership; or(C)  trust manager, if the filing entity is a real estate investment trust;(8)  if the filing entity is formed under a plan of conversion or merger, a statement to that effect and, if formed under a plan of conversion, the name, address, date of formation, prior form of organization, and jurisdiction of formation of the converting entity; and(9)  any other information required by this code to be included in the certificate of formation for the filing entity.(b)  The certificate of formation may contain other provisions not inconsistent with law relating to the organization, ownership, governance, business, or affairs of the filing entity.(c)  Except as provided by Section 3.004, Chapter 4 governs the signing and filing of a certificate of formation for a domestic entity.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.Amended by: Acts 2007, 80th Leg., R.S., Ch. 688 (H.B. 1737), Sec. 9, eff. September 1, 2007.Acts 2021, 87th Leg., R.S., Ch. 894 (H.B. 3131), Sec. 1, eff. January 1, 2022.|
TX Bus Orgs § 3.006 (2021)
2021 Texas Statutes|Business Organizations Code|Title 1 - General Provisions|Chapter 3 - Formation and Governance|Subchapter A. Formation, Existence, and Certificate of Formation|Section 3.006. Filings in Case of Merger or Conversion

Sec. 3.006.  FILINGS IN CASE OF MERGER OR CONVERSION.  (a)  If a new domestic filing entity is formed under a plan of conversion or merger, the certificate of formation of the entity must be filed with the certificate of conversion or merger under Section 10.155(a) or 10.153(a).  The certificate of formation is not required to be filed separately under Section 3.001.(b)  The formation and existence of a domestic filing entity that is a converted entity in a conversion or that is to be created under a plan of merger takes effect and commences on the effectiveness of the conversion or merger, as appropriate.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 3.009 (2021)
2021 Texas Statutes|Business Organizations Code|Title 1 - General Provisions|Chapter 3 - Formation and Governance|Subchapter A. Formation, Existence, and Certificate of Formation|Section 3.009. Supplemental Provisions Required in Certificate of Formation of Nonprofit Corporation

Sec. 3.009.  SUPPLEMENTAL PROVISIONS REQUIRED IN CERTIFICATE OF FORMATION OF NONPROFIT CORPORATION.  In addition to the information required by Section 3.005, the certificate of formation of a nonprofit corporation must include:(1)  if the nonprofit corporation is to have no members, a statement to that effect;(2)  if management of the nonprofit corporation's affairs is to be vested in the nonprofit corporation's members, a statement to that effect;(3)  the number of directors constituting the initial board of directors and the names and addresses of those directors or, if the management of the nonprofit corporation is vested solely in the nonprofit corporation's members, a statement to that effect;  and(4)  if the nonprofit corporation is to be authorized on its winding up to distribute the nonprofit corporation's assets in a manner other than as provided by Section 22.304, a statement describing the manner of distribution.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 3.010 (2021)
2021 Texas Statutes|Business Organizations Code|Title 1 - General Provisions|Chapter 3 - Formation and Governance|Subchapter A. Formation, Existence, and Certificate of Formation|Section 3.010. Supplemental Provisions Required in Certificate of Formation of Limited Liability Company

Sec. 3.010.  SUPPLEMENTAL PROVISIONS REQUIRED IN CERTIFICATE OF FORMATION OF LIMITED LIABILITY COMPANY.  In addition to the information required by Section 3.005, the certificate of formation of a limited liability company must state:(1)  whether the limited liability company initially has or does not have managers;(2)  if the limited liability company initially has managers, the name and address of each initial manager of the limited liability company; and(3)  if the limited liability company does not initially have managers, the name and address of each initial member of the limited liability company.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.Amended by: Acts 2021, 87th Leg., R.S., Ch. 39 (S.B. 1203), Sec. 3, eff. September 1, 2021.|
TX Bus Orgs § 3.011 (2021)
2021 Texas Statutes|Business Organizations Code|Title 1 - General Provisions|Chapter 3 - Formation and Governance|Subchapter A. Formation, Existence, and Certificate of Formation|Section 3.011. Supplemental Provisions Regarding Certificate of Formation of Limited Partnership

Sec. 3.011.  SUPPLEMENTAL PROVISIONS REGARDING CERTIFICATE OF FORMATION OF LIMITED PARTNERSHIP.  (a)  To form a limited partnership, the partners must enter into a partnership agreement and file a certificate of formation.(b)  The partners of a limited partnership formed under Section 10.001 or 10.101 may include the partnership agreement required under Subsection (a) in the plan of merger or conversion.(c)  A certificate of formation for a limited partnership must include the address of the principal office of the partnership in the United States where records are to be kept or made available under Section 153.551.(d)  The fact that a certificate of formation is on file with the secretary of state is notice that the partnership is a limited partnership and of all other facts contained in the certificate as required by Section 3.005.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 3.012 (2021)
2021 Texas Statutes|Business Organizations Code|Title 1 - General Provisions|Chapter 3 - Formation and Governance|Subchapter A. Formation, Existence, and Certificate of Formation|Section 3.012. Supplemental Provisions Required in Certificate of Formation of Real Estate Investment Trust

Sec. 3.012.  SUPPLEMENTAL PROVISIONS REQUIRED IN CERTIFICATE OF FORMATION OF REAL ESTATE INVESTMENT TRUST.  In addition to the information required by Section 3.005, the certificate of formation of a real estate investment trust must state:(1)  that an assumed name certificate stating the name of the real estate investment trust has been filed in the manner provided by law;(2)  that the purpose of the real estate investment trust is to:(A)  purchase, hold, lease, manage, sell, exchange, develop, subdivide, and improve real property and interests in real property, other than severed mineral, oil, or gas royalty interests, and carry on any other business and perform any other action in connection with a purpose described by this paragraph;(B)  exercise powers conferred by the laws of this state on a real estate investment trust;  and(C)  perform any action described by Chapter 200 or Title 1 to the same extent as an individual;(3)  the post office address of the initial principal office and place of business of the real estate investment trust;(4)  the aggregate number of shares of beneficial interest the real estate investment trust is authorized to issue and the par value to be received by the real estate investment trust for the issuance of each share;(5)  if shares described by Subdivision (4) are divided into classes as authorized by Section 200.102 or 200.103, a description of each class of shares, including any preferences, conversion and other rights, voting powers, restrictions, limitations as to dividends, qualifications, and terms and conditions of redemption;  and(6)  that the trust managers shall manage the money or property received for the issuance of shares for the benefit of the shareholders of the real estate investment trust.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 3.013 (2021)
2021 Texas Statutes|Business Organizations Code|Title 1 - General Provisions|Chapter 3 - Formation and Governance|Subchapter A. Formation, Existence, and Certificate of Formation|Section 3.013. Supplemental Provisions Required in Certificate of Formation of Cooperative Association

Sec. 3.013.  SUPPLEMENTAL PROVISIONS REQUIRED IN CERTIFICATE OF FORMATION OF COOPERATIVE ASSOCIATION.  In addition to the information required by Section 3.005, the certificate of formation of a cooperative association must state:(1)  whether the cooperative association is organized with or without shares;(2)  the number of shares or memberships subscribed for the cooperative association;(3)  if the cooperative association is organized with shares:(A)  the amount of authorized capital;(B)  the number and type of shares;(C)  par value of the shares, if any;  and(D)  the rights, preferences, and restrictions of each type of share;(4)  the method of distribution on winding up and termination of any surplus of the cooperative association in accordance with Section 251.403;  and(5)  the names and street addresses of the directors who will manage the affairs of the cooperative association for the initial year, unless sooner changed by the members.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 3.014 (2021)
2021 Texas Statutes|Business Organizations Code|Title 1 - General Provisions|Chapter 3 - Formation and Governance|Subchapter A. Formation, Existence, and Certificate of Formation|Section 3.014. Supplemental Provisions Required in Certificate of Formation of Professional Entity

Sec. 3.014.  SUPPLEMENTAL PROVISIONS REQUIRED IN CERTIFICATE OF FORMATION OF PROFESSIONAL ENTITY.  In addition to the information required by Section 3.005, the certificate of formation of a professional entity must state:(1)  the type of professional service to be provided by the professional entity as the purpose of the entity;  and(2)  that the professional entity is a:(A)  professional association;(B)  professional corporation;  or(C)  professional limited liability company.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 3.015 (2021)
2021 Texas Statutes|Business Organizations Code|Title 1 - General Provisions|Chapter 3 - Formation and Governance|Subchapter A. Formation, Existence, and Certificate of Formation|Section 3.015. Supplemental Provisions Required in Certificate of Formation of Professional Association

Sec. 3.015.  SUPPLEMENTAL PROVISIONS REQUIRED IN CERTIFICATE OF FORMATION OF PROFESSIONAL ASSOCIATION.  (a)  In addition to containing the information required under Sections 3.005 and 3.014, the certificate of formation of a professional association must:(1)  be signed by each member of the association; and(2)  state:(A)  the name and address of each original member of the association; (B)  whether the association is to be governed by a board of directors or by an executive committee; and(C)  the name and address of each person serving as an initial member of the board of directors or executive committee of the association.(b)  The certificate of formation of a professional association may contain:(1)  provisions regarding shares or units of ownership in the association;(2)  provisions governing the winding up and termination of the association's business;  and(3)  any other provision consistent with state law regulating the internal affairs of a professional association.(c)  If the certificate of formation of a professional association contains provisions regarding shares in the association, the certificate of formation must also comply with Section 3.007.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.Amended by: Acts 2007, 80th Leg., R.S., Ch. 688 (H.B. 1737), Sec. 12, eff. September 1, 2007.|
TX Bus Orgs § 3.051 (2021)
2021 Texas Statutes|Business Organizations Code|Title 1 - General Provisions|Chapter 3 - Formation and Governance|Subchapter B. Amendments and Restatements of Certificate of Formation|Section 3.051. Right to Amend Certificate of Formation

Sec. 3.051.  RIGHT TO AMEND CERTIFICATE OF FORMATION.  (a)  A filing entity may amend its certificate of formation.(b)  An amended certificate of formation may contain only provisions that:(1)  would be permitted at the time of the amendment if the amended certificate of formation were a newly filed original certificate of formation; or(2)  effect a change, exchange, reclassification, subdivision, combination, or cancellation in the membership or ownership interests or the rights of owners or members of the filing entity.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.Amended by: Acts 2005, 79th Leg., Ch. 64 (H.B. 1319), Sec. 6, eff. January 1, 2006.|
TX Bus Orgs § 3.052 (2021)
2021 Texas Statutes|Business Organizations Code|Title 1 - General Provisions|Chapter 3 - Formation and Governance|Subchapter B. Amendments and Restatements of Certificate of Formation|Section 3.052. Procedures to Amend Certificate of Formation

Sec. 3.052.  PROCEDURES TO AMEND CERTIFICATE OF FORMATION.  (a)  The procedure to adopt an amendment to the certificate of formation is as provided by the title of this code that applies to the entity.(b)  A filing entity that amends its certificate of formation shall sign and file, in the manner required by Chapter 4, a certificate of amendment complying with Section 3.053 or a restated certificate of formation complying with Section 3.059.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 3.053 (2021)
2021 Texas Statutes|Business Organizations Code|Title 1 - General Provisions|Chapter 3 - Formation and Governance|Subchapter B. Amendments and Restatements of Certificate of Formation|Section 3.053. Certificate of Amendment

Sec. 3.053.  CERTIFICATE OF AMENDMENT.  A certificate of amendment for a filing entity must state:(1)  the name of the filing entity;(2)  the type of the filing entity;(3)  for each provision of the certificate of formation that is added, altered, or deleted, an identification by reference or description of the added, altered, or deleted provision and, if the provision is added or altered, a statement of the text of the amended or added provision;(4)  that the amendment or amendments have been approved in the manner required by this code and the governing documents of the entity;  and(5)  any other matter required by the provisions of this code applicable to the filing entity to be in the certificate of amendment.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 3.054 (2021)
2021 Texas Statutes|Business Organizations Code|Title 1 - General Provisions|Chapter 3 - Formation and Governance|Subchapter B. Amendments and Restatements of Certificate of Formation|Section 3.054. Execution of Certificate of Amendment of For-Profit Corporation

Sec. 3.054.  EXECUTION OF CERTIFICATE OF AMENDMENT OF FOR-PROFIT CORPORATION.  Except as provided by Title 2 or this section, an officer shall sign the certificate of amendment on behalf of the for-profit corporation.  If shares of the for-profit corporation have not been issued and the certificate of amendment is adopted by the board of directors, one or more of the directors may sign the certificate of amendment on behalf of the for-profit corporation.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.Amended by: Acts 2005, 79th Leg., Ch. 64 (H.B. 1319), Sec. 7, eff. January 1, 2006.Acts 2015, 84th Leg., R.S., Ch. 32 (S.B. 860), Sec. 2, eff. September 1, 2015.|
TX Bus Orgs § 3.055 (2021)
2021 Texas Statutes|Business Organizations Code|Title 1 - General Provisions|Chapter 3 - Formation and Governance|Subchapter B. Amendments and Restatements of Certificate of Formation|Section 3.055. Supplemental Provisions for Certificate of Amendment of Real Estate Investment Trust

Sec. 3.055.  SUPPLEMENTAL PROVISIONS FOR CERTIFICATE OF AMENDMENT OF REAL ESTATE INVESTMENT TRUST.  (a)  In addition to the statements required by Section 3.053, a certificate of amendment for a real estate investment trust must state:(1)  if the amendment provides for an exchange, reclassification, or cancellation of issued shares, the manner in which the exchange, reclassification, or cancellation of the issued shares will be effected if the manner is not specified in the amendment;  and(2)  if the amendment effects a change in the amount of stated capital, the manner in which the change in the amount of stated capital is effected and the amount of stated capital expressed in dollar terms as changed by the amendment.(b)  If shares of the real estate investment trust have not been issued and the certificate of amendment is adopted by the trust managers, a majority of the trust managers may execute the certificate of amendment on behalf of the real estate investment trust.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 3.056 (2021)
2021 Texas Statutes|Business Organizations Code|Title 1 - General Provisions|Chapter 3 - Formation and Governance|Subchapter B. Amendments and Restatements of Certificate of Formation|Section 3.056. Effect of Filing of Certificate of Amendment

Sec. 3.056.  EFFECT OF FILING OF CERTIFICATE OF AMENDMENT.  (a)  An amendment to a certificate of formation takes effect when the filing of the certificate of amendment takes effect as provided by Chapter 4.(b)  An amendment to a certificate of formation does not affect:(1)  an existing cause of action in favor of or against the entity for which the certificate of amendment is sought;(2)  a pending suit to which the entity is a party;  or(3)  an existing right of a person other than an existing owner.(c)  If the name of an entity is changed by amendment, an action brought by or against the entity in the former name of the entity does not abate because of the name change.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 3.057 (2021)
2021 Texas Statutes|Business Organizations Code|Title 1 - General Provisions|Chapter 3 - Formation and Governance|Subchapter B. Amendments and Restatements of Certificate of Formation|Section 3.057. Right to Restate Certificate of Formation

Sec. 3.057.  RIGHT TO RESTATE CERTIFICATE OF FORMATION.  (a)  A filing entity may restate its certificate of formation.(b)  An amendment effected by a restated certificate of formation must comply with Section 3.051(b).|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 3.058 (2021)
2021 Texas Statutes|Business Organizations Code|Title 1 - General Provisions|Chapter 3 - Formation and Governance|Subchapter B. Amendments and Restatements of Certificate of Formation|Section 3.058. Procedures to Restate Certificate of Formation

Sec. 3.058.  PROCEDURES TO RESTATE CERTIFICATE OF FORMATION.  (a)  The procedure to adopt a restated certificate of formation is governed by the title of this code that applies to the entity.(b)  A filing entity that restates its certificate of formation shall sign and file, in the manner required by Chapter 4, a restated certificate of formation and accompanying statements complying with Section 3.059.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 3.059 (2021)
2021 Texas Statutes|Business Organizations Code|Title 1 - General Provisions|Chapter 3 - Formation and Governance|Subchapter B. Amendments and Restatements of Certificate of Formation|Section 3.059. Restated Certificate of Formation

Sec. 3.059.  RESTATED CERTIFICATE OF FORMATION.  (a)  A restated certificate of formation must accurately state the text of the previous certificate of formation, regardless of whether the certificate of formation is an original, corrected, or restated certificate, and include:(1)  each previous amendment to the certificate being restated that is carried forward;  and(2)  each new amendment to the certificate being restated.(b)  A restated certificate of formation may omit:(1)  the name and address of each organizer other than the name and address of each general partner of a limited partnership or trust manager of a real estate investment trust;  and(2)  any other information that may be omitted under the provisions of this code applicable to the filing entity.(c)  A restated certificate of formation that does not make new amendments to the certificate of formation being restated must be accompanied by:(1)  a statement that the restated certificate of formation accurately states the text of the certificate of formation being restated, as amended, restated, and corrected, except for information omitted under Subsection (b);  and(2)  any other information required by other provisions of this code applicable to the filing entity.(d)  A restated certificate of formation that makes new amendments to the certificate of formation being restated must:(1)  be accompanied by a statement that each new amendment has been made in accordance with this code;(2)   be accompanied by a statement that each amendment has been approved in the manner required by this code and the governing documents of the entity;(3)  be accompanied by a statement that the restated certificate of formation:(A)  accurately states the text of the certificate of formation being restated and each amendment to the certificate of formation being restated that is in effect, as further amended by the restated certificate of formation; and(B)  does not contain any other change in the certificate of formation being restated except for information omitted under Subsection (b); and(4)  include any other information required by the title of this code applicable to the entity.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.Amended by: Acts 2013, 83rd Leg., R.S., Ch. 9 (S.B. 847), Sec. 1, eff. September 1, 2013.|