1-1 By: Brown S.B. No. 1344 1-2 (In the Senate - Filed March 11, 1999; March 15, 1999, read 1-3 first time and referred to Committee on Economic Development; 1-4 April 22, 1999, reported favorably by the following vote: Yeas 4, 1-5 Nays 0; April 22, 1999, sent to printer.) 1-6 A BILL TO BE ENTITLED 1-7 AN ACT 1-8 relating to the liability of an officer of a nonprofit corporation. 1-9 BE IT ENACTED BY THE LEGISLATURE OF THE STATE OF TEXAS: 1-10 SECTION 1. The Texas Non-Profit Corporation Act (Article 1-11 1396-1.01 et seq., Vernon's Texas Civil Statutes) is amended by 1-12 adding Article 2.22 to read as follows: 1-13 Art. 2.22. OFFICER LIABILITY. An officer is not liable to 1-14 the corporation or any other person for an action taken or omission 1-15 made by the officer in the person's capacity as an officer unless 1-16 the officer's conduct was not exercised: 1-17 (1) in good faith; 1-18 (2) with ordinary care; and 1-19 (3) in a manner the officer reasonably believes to be 1-20 in the best interest of the corporation. 1-21 SECTION 2. This Act takes effect September 1, 1999, and 1-22 applies only to an action filed on or after that date. An action 1-23 filed before the effective date of this Act is governed by the law 1-24 in effect when the action was filed, and the former law is 1-25 continued in effect for that purpose. 1-26 SECTION 3. The importance of this legislation and the 1-27 crowded condition of the calendars in both houses create an 1-28 emergency and an imperative public necessity that the 1-29 constitutional rule requiring bills to be read on three several 1-30 days in each house be suspended, and this rule is hereby suspended. 1-31 * * * * *