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A BILL TO BE ENTITLED
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AN ACT
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relating to the termination of corporate privileges for certain |
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business entities under enforcement action for a violation of |
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environmental laws. |
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BE IT ENACTED BY THE LEGISLATURE OF THE STATE OF TEXAS: |
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SECTION 1. Section 11.251(b), Business Organizations Code, |
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is amended to read as follows: |
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(b) The secretary of state may terminate a filing entity's |
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existence if: |
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(1) the secretary finds that: |
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(A) [(1)] the entity has failed to, and, before |
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the 91st day after the date notice was mailed has not corrected the |
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entity's failure to: |
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(i) [(A)] file a report within the period |
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required by law or pay a fee or penalty prescribed by law when due |
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and payable; or |
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(ii) [(B)] maintain a registered agent or |
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registered office in this state as required by law; or |
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(B) [(2)] the entity has failed to, and, before |
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the 16th day after the date notice was mailed has not corrected the |
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entity's failure to, pay a fee required in connection with the |
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filing of its certificate of formation, or payment of the fee was |
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dishonored when presented by the state for payment; or |
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(2) the Texas Commission on Environmental Quality has |
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issued an order of termination under Subchapter I, Chapter 7, Water |
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Code. |
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SECTION 2. Section 11.253(a), Business Organizations Code, |
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is amended to read as follows: |
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(a) The secretary of state shall reinstate a filing entity |
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that has been involuntarily terminated under this subchapter if the |
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entity files a certificate of reinstatement in accordance with |
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Chapter 4 and: |
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(1) the entity has corrected the circumstances that |
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led to the involuntary termination and any other circumstances that |
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may exist of the types described by Section 11.251(b)(1) |
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[11.251(b)], including the payment of fees, interest, or penalties; |
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[or] |
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(2) the Texas Commission on Environmental Quality has |
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issued an order of reinstatement under Subchapter I, Chapter 7, |
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Water Code, if the involuntary termination was based on an order of |
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termination under Subchapter I, Chapter 7, Water Code; or |
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(3) the secretary of state finds that the |
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circumstances that led to the involuntary termination did not exist |
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at the time of termination. |
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SECTION 3. Chapter 7, Water Code, is amended by adding |
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Subchapter I to read as follows: |
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SUBCHAPTER I. TERMINATION OF CORPORATE PRIVILEGES |
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Sec. 7.401. DEFINITIONS. In this subchapter: |
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(1) "Environmental disaster" means a violation of law |
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under the jurisdiction of the commission resulting in significant |
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harm to human life. |
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(2) "Filing entity" means a domestic entity that is a |
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corporation, limited partnership, limited liability company, |
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professional association, cooperative, or real estate investment |
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trust. |
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Sec. 7.402. ENVIRONMENTAL DISASTER. (a) The commission |
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shall adopt rules to establish criteria for determining whether a |
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filing entity that is subject to an enforcement action under this |
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chapter is responsible for an environmental disaster in this state. |
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(b) In adopting rules under this section, the commission |
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shall consider whether a violation leading to an enforcement action |
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has caused: |
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(1) an increase in fatal diseases, including cancer, |
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in the population near the facility where the violation occurred; |
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(2) contaminated water; |
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(3) contaminated air; or |
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(4) a negative effect on the quality of life of the |
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population near the facility where the violation occurred. |
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Sec. 7.403. TERMINATION OF CORPORATE PRIVILEGES. (a) If |
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the commission determines that a filing entity that is subject to an |
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enforcement action under this chapter is responsible for an |
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environmental disaster in this state, the commission shall: |
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(1) issue an order for the termination of the filing |
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entity; and |
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(2) deliver a copy of the order to the secretary of |
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state and the filing entity. |
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(b) An order issued under this section must include a |
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provision for how the filing entity may meet requirements for |
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reinstatement through the remediation of the environmental |
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disaster. |
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Sec. 7.404. REINSTATEMENT OF CORPORATE PRIVILEGES. (a) A |
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filing entity that receives a termination order under this |
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subchapter may file with the commission evidence showing that the |
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filing entity has met the remediation requirements described by the |
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termination order. |
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(b) If the commission determines that the filing entity has |
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met the remediation requirements of the termination order, the |
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commission shall: |
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(1) issue an order for the reinstatement of the filing |
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entity; and |
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(2) deliver a copy of the order to the secretary of |
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state and the filing entity. |
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SECTION 4. Section 11.251(b), Business Organizations Code, |
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as amended by this Act, applies only to a filing entity for which |
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the Texas Commission on Environmental Quality issues an order under |
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Subchapter I, Chapter 7, Water Code, as added by this Act, for a |
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violation committed on or after the effective date of this Act. If |
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the violation was committed before the effective date of this Act, |
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the filing entity is governed by the law in effect on the date the |
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violation was committed, and the former law is continued in effect |
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for that purpose. For purposes of this section, a violation was |
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committed before the effective date of this Act if any element of |
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the violation occurred before that date. |
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SECTION 5. This Act takes effect September 1, 2021. |