- (a) Notice. Notices relating to the filing of a periodic report of a non-profit corporation under Article 1396-9.01 of the Texas Non-Profit Corporation Act shall be sent to the registered office address of record with the secretary of state. Notices relating to the forfeiture of corporation's right to conduct its affairs shall be sent to the same address specified for the original report, notwithstanding receipt of evidence by the secretary of state that the address specified was an insufficient address or that the mailing of the notice was undeliverable. The failure of the corporation to receive these notices does not relieve the corporation of the requirement to file the periodic report or extend the time within which the required report must be filed.
- (b) Changes to Report Information. Changes to the name of the registered agent and to the registered office address may be made by making changes to the information contained in the periodic report. A change to the name of the corporation cannot be effected through the filing of the periodic report. In order to change the name of the corporation, the corporation must file articles of amendment to the articles of incorporation.
- (c) Failure to Comply. A non-profit corporation that fails to file the periodic report required within 30 days from the date that the report is sent by the secretary of state will forfeit its right to conduct its affairs in Texas. While forfeited, the non-profit corporation may not amend its articles of incorporation or certificate of authority until it has been relieved of its forfeiture by filing the report. However, the forfeiture of the corporation's right to conduct its affairs does not prevent the corporation from filing articles of dissolution, withdrawal or termination. The failure of a non-profit corporation to relieve itself of the forfeiture by filing the required report within 120 days of the mailing of the notice of the forfeiture by the secretary of state will result in the involuntary dissolution of the corporation or revocation of its certificate of authority.
- (d) Voluntary Submission of a Periodic Report. A non-profit corporation may submit for filing by the secretary of state a report under the provisions of Article 1396-9.01 of the Texas Non-Profit Corporation Act when not required to do so by the secretary of state. The voluntary submission of a report under this subsection does not relieve the corporation of the requirement to file the periodic report or extend the time within which the report must be filed when the report is specifically required from the corporation by the secretary of state.
Source Note:The provisions of this §79.27 adopted to be effective February 18, 1998, 23 TexReg 1528.