Changes to Practice Notes—April 2019
Chapter 1Formation and Filing with Texas Secretary of State; Ethics
§ 1.1:2Entity Name Standards
The entire section through “names available with consent” was rewritten.
§ 1.2:1Registered Agent Consent
The second paragraph was revised, and the practice tip was added.
§ 1.9:1Franchise Tax Account Status
The last sentence was added.
Part XI.Trademarks and Service Marks
§ 1.16State vs. Federal Regulation through § 1.19 Effect of Registration
The part was added.
Part XII.Ethics
§ 1.20Who is the Client When Forming a New Business Entity? Through § 1.20:2 Representing Business Entities
The part was added.
Chapter 21Organizational Filings
Introductory Note
The introductory note was rewritten.
§ 21.1Limited Liability Companies
The section and subsections were added.
§ 21.2LLC Taxation
The section and subsections were added, and following sections were renumbered.
§ 21.3:1Series LLC in General
The section and the title were revised. The citation to Tex. Bus. Orgs. Code §§ 101.601–.622 in the first paragraph was revised.
§ 21.3:2Notice of Limitations
The first paragraph was rewritten.
§ 21.3:3Other Series Issues
The second paragraph was rewritten.
§ 21.4Nonprofit LLC
Citations to the Tex. Bus. Orgs. Code were added to the third paragraph.
Changes to Forms—April 2019
Form 1-1Consent to Use of Similar Name (SOS Form 509)
The headnote about name availability on the first page was rewritten.
Form 1-6Certificate of Conversion of a Professional Association to a Professional Limited Liability Company (SOS Form 645)
The headnote about name availability on the first page was rewritten.
Form 1-7Information on Converting a Foreign Entity to a Texas Filing Entity (SOS Form 647)
The headnote about name availability on the first page was rewritten.
Form 1-11Certificate of Correction (SOS Form 403)
The headnote about name availability on the first page was rewritten.
Form 1-13Application for Registration of a Trade or Service Mark (SOS Form 901)
This form was added.
Form 1-14Renewal Application of a Trade or Service Mark (SOS Form 902)
This form was added.
Form 1-15Assignment of a Trade or Service Mark (SOS Form 903)
This form was added.
Form 1-16Transfer of Trademark Ownership/Change of Registrant’s Name and Request for New Certificate of Trademark Registration (SOS Form 904)
This form was added.
Form 1-17Business Filings & Trademark Fee Schedule (SOS Form 806)
This form was renumbered from Form 1-13.
Chapter 2Ownership
Form 2-1Certificate of Formation—For-Profit Corporation (SOS Form 201)
The headnote about name availability on the first page was rewritten.
Form 2-2Application for Registration of a Foreign For-Profit Corporation (SOS Form 301)
The headnote about name availability on the first page was rewritten.
Form 2-3Certificate of Amendment (SOS Form 424)
The headnote about name availability on the first page was rewritten.
Chapter 5Conversion
Form 5-1Certificate of Conversion of a Corporation Converting to a Limited Liability Company (SOS Form 632)
The headnote about name availability on the first page was rewritten.
Form 5-3Certificate of Conversion of a Corporation Converting to a Limited Partnership (SOS Form 633)
The headnote about name availability on the first page was rewritten.
Chapter 21Organizational Filings
Form 21-1 Certificate of Formation—Limited Liability Company (SOS Form 205)
The headnote about name availability on the first page was rewritten.
Form 21-2Certificate of Amendment (SOS Form 424)
The headnote about name availability on the first page was rewritten.
Form 21-8Application for Registration of a Foreign Limited Liability Company (SOS Form 304)
The headnote about name availability on the first page was rewritten.
Chapter 22Company Agreements
Form 22-1Single-Member Company Agreement
Section 2.1 was rewritten. The boxed instruction at the end of the form was deleted and Schedule 1 was added.
Form 22-2Member-Managed Company Agreement [Short Form]
Section 2.1 was rewritten. The boxed instruction at the end of the form was deleted and Schedule 1 was added.
Form 22-3Manager-Managed Company Agreement [Short Form]
Section 2.1 was rewritten. The boxed instruction at the end of the form was deleted and Schedule 1 was added.
Form 22-4Optional Provisions for Naming Partnership Representative
This form was added.
Form 22-5Member-Managed Company Agreement [Long Form]
Section 10.3 was rewritten.
Form 22-6Manager-Managed Company Agreement [Long Form]
Section 10.3 was rewritten.
Form 22-7Company Agreement of [name of limited liability company] [For Series LLC]
The boxed instruction at the end of the form was deleted and Schedule 1 was revised.
Chapter 23Conversion
Form 23-1Certificate of Conversion of a Limited Liability Company Converting to a Corporation (SOS Form 636)
The headnote about name availability on the first page was rewritten.
Form 23-2Certificate of Conversion of a Limited Liability Company Converting to a Limited Partnership (SOS Form 637)
The headnote about name availability on the first page was rewritten.