Tex. Bus. Orgs. Code § 22.362 · Subchapter H. RECORDS AND REPORTS
EFFECT OF FORFEITURE.
Text — Current through the 89th 2nd Called Legislative Session, 2025
(a) Unless the right of the corporation to conduct affairs in this state is revived under Section 22.363:
(1) the corporation may not maintain an action, suit, or proceeding in a court of this state; and
(2) a successor or assignee of the corporation may not maintain an action, suit, or proceeding in a court of this state on a right, claim, or demand arising from the conduct of affairs by the corporation in this state.
(b) This section does not affect the right of an assignee of the corporation as:
(1) the holder in due course of a negotiable promissory note, check, or bill of exchange; or
(2) the bona fide purchaser for value of a warehouse receipt, stock certificate, or other instrument negotiable by law.
(c) The forfeiture of the right to conduct affairs in this state does not:
(1) impair the validity of a contract or act of the corporation; or
(2) prevent the corporation from defending an action, suit, or proceeding in a court of this state.
Notes and commentary — not statutory text
History
Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.
Source of truth
- Edition
- Current through the 89th 2nd Called Legislative Session, 2025
- Official file
- https://statutes.capitol.texas.gov/Docs/BO/htm/BO.22.htm
- Text hash
- sha256 f51caba9e375ed13df80aa01cb89d765665b8851526ea8dd91858a5411a4af1d
- Composed by
- compose_tx.py 2026-10-05: the Legislative Council's chapter files read in document order; verify_tx.py's independent reading (lxml DOM walk) agrees character for character
This section cites
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Business Organizations Code
Procedural information only. Not legal advice and not a substitute for the advice of an attorney. Confirm the current text with the official publisher before relying on it.