Texas Business Organization Code in a General

Texas Business Organization Code

In a General Partnership all the partners (100%) must consent to an act which is outside the ordinary course of business of the partnership. Tex. Bus. Org. Code Sec. A152.209. (b)

The partnership is held liable for wrongful acts or omissions of a partner in the following circumstances: in the ordinary course of business of the partnership, or with the authority of the partnership. Tex. Bus. Org. Code. Sec. A152.303.(a) (1) (2)

The filing fee for a periodic report for a Limited Partnership required under Sec 153 is $50.00. Tex. Bus. Org. Code. Sec. 4.155. (9)

A Limited Liability Partnership registration is effective "until the first anniversary of the date of registration" (Tex. Bus. Org. Code. Sec.A 152.802.). Certain circumstances may alter this date including early revocation of registration; or renewal in accordance filed under subsection (g) which "continues an effective registration for one year after the date the registration would otherwise expire" (Tex. Bus. Org. Code. Sec. A152.802. (g))

5.

"A member of a limited liability company may be named as a party in an action by or against the limited liability company only if the action is brought to enforce the member's right against or liability to the company" (Tex. Bus. Org. Code. Sec. A101.113.)

6.

The allocation of profits and losses in a Limited Liability Company are allocated to the individual members of the company "according to the contributions made by each member" in the company agreement; Tex. Bus. Org. Code. Sec. 101.201. (1): Sec. A101.052. (1). pursuant to Section 101.501.

"contributions made by each member, as stated in the company's records" (Tex. Bus. Org. Code. Section 101.501).

7.

The filing fee for a Limited Liability Company is identical to that of a For-Profit Corporation; $300.00. Tex. Bus. Org. Code. Sec. A 4.154- pursuant to Sec. 4.152. (1)

8.

In addition to following requirements of registration withdrawal required under Tex. Bus. Org. Code. Section 9.011, a Foreign Limited Liability Partnership must file a certificate of withdrawal which includes: the Federal Tax ID number of the partnership, "the date of effectiveness of the partnership's last application for registration under this subchapter" (Tex. Bus. Org. Code. 152.906 (b)), be signed by a majority-in-interest of the partners or one or more partners authorized by said majority-in-interest, and a certificate from the State of Texas comptroller indicating that all taxes owed under Title 2 of tax code have been paid. Tex. Bus. Org. Code. Sec. 152.906.

9.

After an event has occurred which materially changes the information on an assumed name certificate; the registrant has 60 days to file a new certificate with the requisite changes at the office at which they filed the original or renewal certificate. Tex. Bus. Comm. Code. Sec. 71.152. (a)

10.