- 4 -
Through Dr. Izen, petitioner provides ear, nose, and throat
medical services in a clinic located in Pasadena, Texas, its
principal place of business.
The parties have attached as exhibits to the stipulation:
(1) A copy of an order of involuntary dissolution of petitioner;
and (2) a copy of a letter from the Texas Secretary of State to
Dr. Izen dated December 17, 1984, declaring petitioner's
involuntary dissolution due to its failure to file an annual
statement for the year 1984 as required by section 21 of the
Texas Professional Association Act, Tex. Civ. Stat. Ann. art.
1528f (West 1980).
Discussion
Rule 60, Tax Court Rules of Practice and Procedure, provides
that the capacity of a corporation to engage in litigation in
this Court shall be determined by the law under which the
corporation was organized. See, e.g., Brannon's of Shawnee, Inc.
v. Commissioner, 71 T.C. 108, 111 (1978).
Petitioner's Dissolution
Under the facts of this case, petitioner's corporate
existence is governed by two separate but interrelated Texas
statutes. Section 25 of the Texas Professional Association Act,
Tex. Civ. Stat. Ann. art. 1528(f) (West 1980) provides that:
The Texas Business Corporation Act shall be applicable
to professional associations, except to the extent that
the provisions of the Texas Business Corporation Act
conflict with the provisions of this Act; and
professional associations shall enjoy the powers and
Page: Previous 1 2 3 4 5 6 7 8 9 10 11 Next
Last modified: May 25, 2011