Texas Business Organizations Code 101.625 – Certificate of Termination for Registered Series
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(a) On completion of the winding up of a registered series, a certificate of termination shall be filed in accordance with this section.
(b) The certificate of termination must contain:
(1) the name of the limited liability company;
(2) the name of the registered series;
(3) the registered series’ filing number assigned by the secretary of state;
(4) the nature of the event requiring winding up of the registered series;
(5) a statement that the registered series has complied with the provisions of this code governing the series’ winding up; and
(6) any other information the person filing the certificate of termination determines.
Terms Used In Texas Business Organizations Code 101.625
- Filing instrument: means an instrument, document, consent, or statement that is required or authorized by this code to be filed by or for an entity with the filing officer in accordance with Chapter 4. See Texas Business Organizations Code 1.002
- Limited liability company: means an entity governed as a limited liability company under Title 3 or 7. See Texas Business Organizations Code 1.002
- Person: means an individual or a corporation, partnership, limited liability company, business trust, trust, association, or other organization, estate, government or governmental subdivision or agency, or other legal entity, or a protected series or registered series of a domestic limited liability company or foreign entity. See Texas Business Organizations Code 1.002
- Registered series: means a series of a domestic limited liability company that is formed as a registered series in accordance with § 101. See Texas Business Organizations Code 1.002
- Secretary: means the:
(A) individual designated as secretary of an entity under the entity's governing documents; or
(B) officer or committee of persons authorized to perform the functions of secretary of an entity without regard to the designated name of the officer or committee. See Texas Business Organizations Code 1.002
(c) The certificate of termination must be executed by the registered series in accordance with § 101.0515 and shall be filed with the secretary of state in accordance with and take effect as a filing instrument as specified by Chapter 4.
(d) The secretary of state may not issue a certificate of fact confirming the existence of a registered series if the limited liability company has ceased to be in existence.