Texas Business Organizations Code 11.153 – Court Revocation of Fraudulent Termination
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(a) Notwithstanding any provision of this code to the contrary, a court may order the revocation of termination of an entity‘s existence that was terminated as a result of actual or constructive fraud. In an action under this section, any limitation period provided by law is tolled in accordance with the discovery rule. The secretary of state shall take any action necessary to implement an order under this section.
(b) If the termination of an entity’s existence is revoked under Subsection (a):
(1) the revocation relates back to the effective date of the termination and takes effect as of that date; and
(2) the entity’s status as an entity continues in effect as if the termination of the entity’s existence had never occurred.
Terms Used In Texas Business Organizations Code 11.153
- Discovery: Lawyers' examination, before trial, of facts and documents in possession of the opponents to help the lawyers prepare for trial.
- Entity: means a domestic entity or foreign entity. See Texas Business Organizations Code 1.002
- Fraud: Intentional deception resulting in injury to another.
- Law: means , unless the context requires otherwise, both statutory and common law. See Texas Business Organizations Code 1.002
- Rule: includes regulation. See Texas Government Code 311.005
- 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