Texas Business Organizations Code

§ 153.108 — REQUIREMENTS FOR LIABILITY PROTECTION FOLLOWING EXPIRATION OF STATEMENT

BO § 153.108Title 4. PARTNERSHIPS · Ch. 153. LIMITED PARTNERSHIPS · Art. C. LIMITED PARTNERS

Statute text

(a)If a certificate described by Section 153.106(1) has not been filed before the expiration of the 180-day period described by Section 153.107(b), the person filing the statement has no further protection from liability under Section 153.106(2) unless the person complies with this section. To be protected under Section 153.106 the person must, not later than the 10th day after the date of expiration of the 180-day period:

(1)withdraw under Section 153.106(3); or

(2)bring an action under Section 153.554 to compel the execution and filing of a certificate of formation or amendment.

(b)If an action is brought within the applicable period and is diligently prosecuted to conclusion, the person bringing the action continues to be protected from liability under Section 153.106(2) until the action is finally decided adversely to that person.

(c)This section and Sections 153.106, 153.107, and 153.109 do not protect a person from liability that arises under Sections 153.102-153.105.

Legislative history

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