Bill Text: TX HB2991 | 2011-2012 | 82nd Legislature | Enrolled
Bill Title: Relating to a determination of the reasonable relation of certain transactions to particular jurisdictions.
Spectrum: Bipartisan Bill
Status: (Passed) 2011-05-27 - Effective on 9/1/11 [HB2991 Detail]
Download: Texas-2011-HB2991-Enrolled.html
H.B. No. 2991 |
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relating to a determination of the reasonable relation of certain | ||
transactions to particular jurisdictions. | ||
BE IT ENACTED BY THE LEGISLATURE OF THE STATE OF TEXAS: | ||
SECTION 1. Section 271.004, Business & Commerce Code, is | ||
amended by amending Subsection (b) and adding Subsection (c) to | ||
read as follows: | ||
(b) A transaction bearing [ |
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particular jurisdiction includes [ |
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(1) a transaction in which: | ||
(A) a party to the transaction is a resident of | ||
that jurisdiction; | ||
(B) [ |
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party's place of business or, if that party has more than one place | ||
of business, the party's chief executive office or an office from | ||
which the party conducts a substantial part of the negotiations | ||
relating to the transaction, in that jurisdiction; | ||
(C) [ |
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the transaction is located in that jurisdiction; | ||
(D) [ |
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to perform in that jurisdiction a substantial part of the party's | ||
obligations relating to the transaction, such as delivering | ||
payments; [ |
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(E) [ |
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relating to the transaction occurred in or from that jurisdiction | ||
and an agreement relating to the transaction was signed in that | ||
jurisdiction by a party to the transaction; or | ||
(F) all or part of the subject matter of the | ||
transaction is related to the governing documents or internal | ||
affairs of an entity formed under the laws of that jurisdiction, | ||
such as: | ||
(i) an agreement among members or owners of | ||
the entity, an agreement or option to acquire a membership or | ||
ownership interest in the entity, and the conversion of debt or | ||
other securities into an ownership interest in the entity; and | ||
(ii) any other matter relating to rights or | ||
obligations with respect to the entity's membership or ownership | ||
interests; and | ||
(2) a transaction in which: | ||
(A) all or part of the subject matter of the | ||
transaction is a loan or other extension of credit in which a party | ||
lends, advances, borrows, or receives, or is obligated to lend or | ||
advance or entitled to borrow or receive, money or credit with an | ||
aggregate value of at least $25 million; | ||
(B) at least three financial institutions or | ||
other lenders or providers of credit are parties to the | ||
transaction; | ||
(C) the particular jurisdiction is in the United | ||
States; and | ||
(D) a party to the transaction has more than one | ||
place of business and has an office in that particular | ||
jurisdiction. | ||
(c) If a transaction bears a reasonable relation to a | ||
particular jurisdiction at the time the parties enter into the | ||
transaction, the transaction shall continue to bear a reasonable | ||
relation to that jurisdiction regardless of: | ||
(1) any subsequent change in facts or circumstances | ||
with respect to the transaction, the subject matter of the | ||
transaction, or any party to the transaction; or | ||
(2) any modification, amendment, renewal, extension, | ||
or restatement of any agreement relating to the transaction. | ||
SECTION 2. The changes in law made by this Act apply only to | ||
a transaction entered into on or after the effective date of this | ||
Act. A transaction entered into before the effective date of this | ||
Act is governed by the law in effect on the date the transaction was | ||
entered into, and the former law is continued in effect for that | ||
purpose. | ||
SECTION 3. This Act takes effect September 1, 2011. | ||
______________________________ | ______________________________ | |
President of the Senate | Speaker of the House | |
I certify that H.B. No. 2991 was passed by the House on April | ||
20, 2011, by the following vote: Yeas 148, Nays 0, 2 present, not | ||
voting. | ||
______________________________ | ||
Chief Clerk of the House | ||
I certify that H.B. No. 2991 was passed by the Senate on May | ||
10, 2011, by the following vote: Yeas 31, Nays 0 | ||
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______________________________ | ||
Secretary of the Senate | ||
APPROVED: _____________________ | ||
Date | ||
_____________________ | ||
Governor |