§ 10.302 — SIGNING OF DOCUMENTS.

Texas § 10.302

• Jurisdiction: Texas
• Code BO: Business Organizations Code

Text

Sec. 10.302. SIGNING OF DOCUMENTS. A trustee appointed for a domestic entity being reorganized under a federal statute, the designated officers of a domestic entity being reorganized under a federal statute, or any other individual designated by a court having jurisdiction of a domestic entity being reorganized under a federal statute may sign on behalf of a domestic entity that is being reorganized:
(1) a certificate of amendment or restated certificate of formation containing:
(A) the name of the domestic entity;
(B) each amendment or the restatement approved by the court;
(C) the date of the court's order approving the certificate of amendment or the restatement;
(D) the name of the court having jurisdiction, file name, and case number of the reorganization case in which the order was entered; and
(E) a statement that the court had jurisdiction of the case under a federal statute;
(2) a certificate of merger or exchange containing:
(A) the name of the domestic entity;
(B) the part of the plan of reorganization that contains the plan of merger or exchange approved by the court, which must include the information required by Section 10.151 (b) or 10.152 , as applicable, but which is not required to include the resolution of the governing authority referred to in Section 10.152 ;
(C) the date of the court's order approving the plan of merger or consolidation;
(D) the name of the court having jurisdiction, file name, and case number of the reorganization case in which the order or decree was entered; and
(E) a statement that the court had jurisdiction of the case under a federal statute;
(3) a certificate of termination containing:
(A) the name of the domestic entity;
(B) the information required by Sections 11.101 (c)(1)-(4);
(C) the date of the court's order approving the certificate of termination;
(D) a statement that the obligations of the domestic entity, including debts and liabilities, have been paid or discharged as provided by the plan of reorganization and the remaining property and assets of the domestic entity have been distributed as provided by the plan of reorganization;
(E) the name of the court having jurisdiction, file name, and case number of the reorganization case in which the order or decree was entered; and
(F) a statement that the court had jurisdiction of the case under a federal statute;
(4) a statement of change of registered office or registered agent, or both, containing:
(A) the name of the domestic entity;
(B) the information required by Section 5.202 (b), as applicable, but not the information included in the statement referred to in Section 5.202 (b)(6);
(C) the date of the court's order approving the statement of change of registered office or registered agent, or both;
(D) the name of the court having jurisdiction, file name, and case number of the reorganization case in which the order or decree was entered; and
(E) a statement that the court had jurisdiction of the case under a federal statute; or
(5) a certificate of conversion containing:
(A) the name of the domestic entity;
(B) the part of the plan of reorganization that contains the plan of conversion approved by the court, which must include the information required by Section 10.103 ;
(C) the date of the court's order or decree approving the plan of conversion;
(D) the name of the court having jurisdiction, file name, and case number of the reorganization case in which the order was entered; and
(E) a statement that the court had jurisdiction of the case under a federal statute.

Legislative History

Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.