Texas Business Corporation Act - Article 2.10. Change Of Registered Office Or Registered Agent
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Art. 2.10. Change of Registered Office or Registered Agent
A. A corporation may change its registered office or change its
registered agent, or both, upon filing in the office of the
Secretary of State a statement setting forth:
(1) The name of the corporation.
(2) The post-office address of its then registered office.
(3) If the post-office address of its registered office is to be
changed, the post-office address to which the registered office is
to be changed.
(4) The name of its then registered agent.
(5) If its registered agent is to be changed, the name of its
successor registered agent.
(6) That the post-office address of its registered office and the
post-office address of the business office of its registered agent,
as changed, will be identical.
(7) That such change was authorized by its Board of Directors or by
an officer of the corporation so authorized by the Board of
Directors.
B. The statement required by this article shall be executed on
behalf of the corporation by an officer. The original and a copy of
the statement shall be delivered to the Secretary of State. If the
Secretary of State finds that such statement conforms to the
provisions of this Act, he shall, when the appropriate filing fee is
paid as prescribed by law:
(1) Endorse on the original and the copy the word "Filed," and the
month, day, and year of the filing thereof.
(2) File the original in his office.
(3) Return the copy to the corporation or its representative.
C. Upon such filing, the change of address of the registered office,
or the appointment of a new registered agent, or both, as the case
may be, shall become effective.
D. Any registered agent of a corporation may resign
(1) by giving written notice to the corporation at its last known
address
(2) and by giving written notice, in duplicate (the original and one
copy of the notice), to the Secretary of State within ten days after
mailing or delivery of said notice to the corporation. Such notice
shall include the last known address of the corporation and shall
include the statement that written notice of resignation has been
given to the corporation and the date thereof. Upon compliance with
the requirements as to written notice, the appointment of such
agent shall terminate upon the expiration of thirty (30) days after
receipt of such notice by the Secretary of State.
If the Secretary of State finds that such written notice conforms to
the provisions of this Act, he shall:
(1) Endorse on the original and the copy the word "filed" and the
month, day, and year of the filing thereof.
(2) File the original in his office.
(3) Return the copy to such resigning registered agent.
(4) Notify the corporation of the resignation of the registered
agent.
No fee shall be required to be paid for the filing of a resignation
under this section.
Acts 1955, 54th Leg., p. 239, ch. 64, eff. Sept. 6, 1955. Amended by
Acts 1969, 61st Leg., p. 2483, ch. 835, Sec. 1, 2, eff. June 18,
1969; Acts 1979, 66th Leg., p. 222, ch. 120, Sec. 23, eff. May 9,
1979; Acts 1981, 67th Leg., p. 838, ch. 297, Sec. 12, eff. Aug. 31,
1981; Acts 1983, 68th Leg., p. 684, ch. 158, Sec. 1, eff. May 20,
1983; Acts 1985, 69th Leg., ch. 128, Sec. 2, eff. May 20, 1985.
Article: 2.02-1 2.04 2.05 2.06 2.07 2.08 2.09 2.10 2.10-1 2.11 2.12 2.13 2.14 2.14-1 2.15
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Last modified: August 10, 2007
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