Texas Business Organizations Code 11.201 – Conditions for Reinstatement
(a) A terminated entity may be reinstated under this subchapter if:
(1) the termination was by mistake or inadvertent;
(2) the termination occurred without the approval of the entity’s governing persons when their approval is required by the title of this code governing the terminated entity;
(3) the process of winding up before termination had not been completed by the entity; or
(4) the legal existence of the entity is necessary to:
(A) convey or assign property;
(B) settle or release a claim or liability;
(C) take an action; or
(D) sign an instrument or agreement.
(b) A terminated entity may not be reinstated under this section if the termination occurred as a result of:
(1) an order of a court or the secretary of state;
(2) an event requiring winding up that is specified in the title of this code governing the terminated entity, if that title prohibits reinstatement; or
(3) forfeiture under the Tax Code.
Terms Used In Texas Business Organizations Code 11.201
- Entity: means a domestic entity or foreign entity. See Texas Business Organizations Code 1.002
- Property: includes tangible and intangible property and an interest in that property. See Texas Business Organizations Code 1.002
- Secretary: means the:
(A) individual designated as secretary of an entity under the entity's governing documents; or
(B) officer or committee of persons authorized to perform the functions of secretary of an entity without regard to the designated name of the officer or committee. See Texas Business Organizations Code 1.002