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.
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