Tex. Business Organizations Code § 4.057
This is the official text of Tex. Business Organizations Code § 4.057, part of Texas’s Business Organizations Code — governs the formation and operation of corporations, LLCs, and partnerships.
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§ 4.057. ABANDONMENT BEFORE EFFECTIVENESS.
Official statutory text
(a) The parties to a filing instrument may abandon the filing instrument if the instrument has not taken effect.
(b) To abandon a filing instrument the parties to the instrument must file with the filing officer a certificate of abandonment.
(c) A certificate of abandonment must:
(1) be signed on behalf of each entity that is a party to the action or transaction by the person authorized by this code to act on behalf of the entity;
(2) state the nature of the filing instrument to be abandoned, the date of the instrument, and the parties to the instrument; and
(3) state that the filing instrument has been abandoned in accordance with the agreement of the parties.
(d) On the filing of the certificate of abandonment, the action or transaction evidenced by the original filing instrument is abandoned and may not take effect.
(e) If in the interim before a certificate of abandonment is filed the name of an entity that is a party to the action or transaction becomes indistinguishable from the name of another entity already on file or reserved or registered under this code, the filing officer may not file the certificate of abandonment unless the entity by or for whom the certificate is filed changes its name in the manner provided by this code for that entity.
(b) To abandon a filing instrument the parties to the instrument must file with the filing officer a certificate of abandonment.
(c) A certificate of abandonment must:
(1) be signed on behalf of each entity that is a party to the action or transaction by the person authorized by this code to act on behalf of the entity;
(2) state the nature of the filing instrument to be abandoned, the date of the instrument, and the parties to the instrument; and
(3) state that the filing instrument has been abandoned in accordance with the agreement of the parties.
(d) On the filing of the certificate of abandonment, the action or transaction evidenced by the original filing instrument is abandoned and may not take effect.
(e) If in the interim before a certificate of abandonment is filed the name of an entity that is a party to the action or transaction becomes indistinguishable from the name of another entity already on file or reserved or registered under this code, the filing officer may not file the certificate of abandonment unless the entity by or for whom the certificate is filed changes its name in the manner provided by this code for that entity.
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