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House Bill 1787 |
House Author: Solomons et al. |
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Effective: 1-1-10 |
Senate Sponsor: Wentworth |
House Bill 1787 amends the Business Organizations Code to establish as a qualification for an entity's registered agent on whom process, notice, or demand may be served that the individual or organization has consented to serve as the entity's registered agent and to specify that an organization representing an entity as its registered agent is an organization other than the entity to be represented. The bill specifies the circumstances that constitute an entity's affirmation that the person named as registered agent has consented to serve in that capacity. The bill authorizes a person designated or appointed as an entity's registered agent in a registered agent filing without the person's consent to terminate that designation or appointment by filing a statement of rejection of appointment with the filing officer, and establishes that the person's designation or appointment and the designation of the registered office terminate on the filing officer's acceptance of that statement. The bill requires the secretary of state, on such termination, to notify the represented entity of the need to designate or appoint a new registered agent and registered office. The bill prohibits the filing officer from charging a fee for filing the statement. The bill establishes that the designation of the registered office terminates on a certain day after the secretary of state receives notice under provisions relating to the resignation of a registered agent.
House Bill 1787 specifies the duties of a registered agent and provides that a person named as a registered agent without the person's consent is not required to perform those duties. The bill makes provisions relating to liability for false filing instruments applicable to a false statement in a registered agent filing that names a person as a registered agent without the person's consent and limits the liability of a person designated or appointed as the registered agent of a represented entity.