If foreign entity #1 registers to transact business in Texas and later merges into foreign entity #2, and only foreign entity #2 survives, what happens to foreign entity #1’s registration?
Foreign entity #1 can terminate its registration to transact business in Texas by filing a certificate of fact from its jurisdiction of formation evidencing the termination of its existence by merger. See Form 612 (Word, PDF ). Alternatively, if foreign entity #1 is governed by the Texas Business Organizations Code, it can amend its registration to transact in Texas so that foreign entity #2, the survivor, succeeds to foreign entity #1’s registration. See Form 422 (Word, PDF).
Foreign entity #1 can terminate its registration to transact business in Texas by filing a certificate of fact from its jurisdiction of formation evidencing the termination of its existence by merger. See Form 612 (Word 77kb, PDF 45kb). Alternatively, if foreign entity #1 is governed by the Texas Business Organizations Code, it can amend its registration to transact in Texas so that foreign entity #2, the survivor, succeeds to foreign entity #1’s registration. See Form 422 (Word 90kb, PDF 58kb). • Can a physician or other licensed professional who is a member of a professional association or professional corporation in another state do business in Texas using that foreign association or corporation? Yes. Under the Texas Business Organizations Code, a foreign professional corporation or foreign professional association can file an Application for Registration. See Form 303 (Word 159kb, PDF 92kb) or 311 (Word 160kb, PDF 78kb). If a foreign entity got a Certificate of Authority to transac
Related Questions
- If a foreign entity qualifies or registers to transact business in Texas and later dissolves in its home jurisdiction, does it need to file anything with the Texas Secretary of State?
- If foreign entity #1 registers to transact business in Texas and later merges into foreign entity #2, and only foreign entity #2 survives, what happens to foreign entity #1’s registration?
- Does a foreign entity that registers to transact business in Texas have to file an annual report with the Secretary of State?
