Terms Used In Texas Business Organizations Code 9.251

  • Business: means a trade, occupation, profession, or other commercial activity. See Texas Business Organizations Code 1.002
  • Contract: A legal written agreement that becomes binding when signed.
  • Decedent: A deceased person.
  • Domestic: means , with respect to an entity, that the entity is formed under this code or the entity's internal affairs are governed by this code. See Texas Business Organizations Code 1.002
  • Entity: means a domestic entity or foreign entity. See Texas Business Organizations Code 1.002
  • Executor: A male person named in a will to carry out the decedent
  • Foreign: means , with respect to an entity, that the entity is formed under, and the entity's internal affairs are governed by, the laws of a jurisdiction other than this state. See Texas Business Organizations Code 1.002
  • Foreign entity: means an organization formed under, and the internal affairs of which are governed by, the laws of a jurisdiction other than this state. See Texas Business Organizations Code 1.002
  • Governing person: means a person serving as part of the governing authority of an entity. See Texas Business Organizations Code 1.002
  • Lien: A claim against real or personal property in satisfaction of a debt.
  • Mortgage: The written agreement pledging property to a creditor as collateral for a loan.
  • Mortgagee: The person to whom property is mortgaged and who has loaned the money.
  • Personal property: All property that is not real property.
  • Property: includes tangible and intangible property and an interest in that property. See Texas Business Organizations Code 1.002
  • Settlement: Parties to a lawsuit resolve their difference without having a trial. Settlements often involve the payment of compensation by one party in satisfaction of the other party's claims.
  • Trustee: A person or institution holding and administering property in trust.

For purposes of this chapter, activities that do not constitute transaction of business in this state include:
(1) maintaining or defending an action or suit or an administrative or arbitration proceeding, or effecting the settlement of:
(A) such an action, suit, or proceeding; or
(B) a claim or dispute to which the entity is a party;
(2) holding a meeting of the entity’s managerial officials, owners, or members or carrying on another activity concerning the entity’s internal affairs;
(3) maintaining a bank account;
(4) maintaining an office or agency for:
(A) transferring, exchanging, or registering securities the entity issues; or
(B) appointing or maintaining a trustee or depositary related to the entity’s securities;
(5) voting the interest of an entity the foreign entity has acquired;
(6) effecting a sale through an independent contractor;
(7) creating, as borrower or lender, or acquiring indebtedness or a mortgage or other security interest in real or personal property;
(8) securing or collecting a debt due the entity or enforcing a right in property that secures a debt due the entity;
(9) transacting business in interstate commerce;
(10) conducting an isolated transaction that:
(A) is completed within a period of 30 days; and
(B) is not in the course of a number of repeated, similar transactions;
(11) in a case that does not involve an activity that would constitute the transaction of business in this state if the activity were one of a foreign entity acting in its own right:
(A) exercising a power of executor or administrator of the estate of a nonresident decedent under ancillary letters issued by a court of this state; or
(B) exercising a power of a trustee under the will of a nonresident decedent, or under a trust created by one or more nonresidents of this state, or by one or more foreign entities;
(12) regarding a debt secured by a mortgage or lien on real or personal property in this state:
(A) acquiring the debt in a transaction outside this state or in interstate commerce;
(B) collecting or adjusting a principal or interest payment on the debt;
(C) enforcing or adjusting a right or property securing the debt;
(D) taking an action necessary to preserve and protect the interest of the mortgagee in the security; or
(E) engaging in any combination of transactions described by this subdivision;
(13) investing in or acquiring, in a transaction outside of this state, a royalty or other nonoperating mineral interest;
(14) executing a division order, contract of sale, or other instrument incidental to ownership of a nonoperating mineral interest;
(15) owning, without more, real or personal property in this state; or
(16) acting as a governing person of a domestic or foreign entity that is registered to transact business in this state.

  Previous section
Next section  
 Subchapter F Contents