By:  Brown                                            S.B. No. 1344
                                A BILL TO BE ENTITLED
                                       AN ACT
 1-1     relating to the liability of an officer of a nonprofit corporation.
 1-2           BE IT ENACTED BY THE LEGISLATURE OF THE STATE OF TEXAS:
 1-3           SECTION 1.  The Texas Non-Profit Corporation Act (Article
 1-4     1396-1.01 et seq., Vernon's Texas Civil Statutes) is amended by
 1-5     adding Article 2.22 to read as follows:
 1-6           Art. 2.22.  OFFICER LIABILITY.  An officer is not liable to
 1-7     the corporation or any other person for an action taken or omission
 1-8     made by the officer in the person's capacity as an officer unless
 1-9     the officer's conduct was not exercised:
1-10                 (1)  in good faith;
1-11                 (2)  with ordinary care; and
1-12                 (3)  in a manner the officer reasonably believes to be
1-13     in the best interest of the corporation.
1-14           SECTION 2.  This Act takes effect September 1, 1999, and
1-15     applies only to an action filed on or after that date.  An action
1-16     filed before the effective date of this Act is governed by the law
1-17     in effect when the action was filed, and the former law is
1-18     continued in effect for that purpose.
1-19           SECTION 3.  The importance of this legislation and the
1-20     crowded condition of the calendars in both houses create an
1-21     emergency and an imperative public necessity that the
1-22     constitutional rule requiring bills to be read on three several
1-23     days in each house be suspended, and this rule is hereby suspended.