Bill Text: TX SB977 | 2019-2020 | 86th Legislature | Introduced


Bill Title: Relating to the authority to transfer real property in the name of an entity.

Spectrum: Partisan Bill (Republican 1-0)

Status: (Introduced - Dead) 2019-03-01 - Referred to Business & Commerce [SB977 Detail]

Download: Texas-2019-SB977-Introduced.html
  86R6293 PMO-F
 
  By: Hughes S.B. No. 977
 
 
 
A BILL TO BE ENTITLED
 
AN ACT
  relating to the authority to transfer real property in the name of
  an entity.
         BE IT ENACTED BY THE LEGISLATURE OF THE STATE OF TEXAS:
         SECTION 1.  Chapter 12, Property Code, is amended by adding
  Section 12.019 to read as follows:
         Sec. 12.019.  AFFIDAVIT OF AUTHORITY TO TRANSFER. (a)  In
  this section, "domestic entity," "foreign entity," and
  "jurisdiction of formation" have the meanings assigned by Section
  1.002, Business Organizations Code.
         (b)  A domestic entity or foreign entity that is active or in
  good standing under the laws of the entity's jurisdiction of
  formation may execute and record an affidavit identifying an
  individual with authority to transfer on behalf of the entity an
  estate or interest in real property in the name of the entity.
         (c)  An estate or interest in real property in the name of a
  domestic entity or foreign entity may be transferred by an
  individual identified as authorized to do so in an affidavit
  described by Subsection (b).
         (d)  An affidavit described by Subsection (b) must:
               (1)  be executed under penalty of perjury by an
  individual who swears that the individual:
                     (A)  is at least 18 years of age;
                     (B)  is authorized to act on behalf of the entity;
                     (C)  is fully competent to execute the affidavit;
  and
                     (D)  understands that:
                           (i)  third parties will rely on the
  truthfulness of the statements made in the affidavit; and
                           (ii)  the affidavit is made under penalty of
  perjury; and
               (2)  state:
                     (A)  the name of the domestic entity or foreign
  entity that holds title to the real property and that the entity is
  active or in good standing under the laws of the entity's
  jurisdiction of formation;
                     (B)  the address, including street address, of the
  domestic entity's or foreign entity's principal place of business
  in this state or, if the entity does not have a principal place of
  business in this state, the address of the entity's principal place
  of business in the state or country that is the entity's
  jurisdiction of formation;
                     (C)  the legal description of the real property an
  estate or interest in which is to be transferred and specify the
  nature of the transfer authorized; and
                     (D)  the name and title of a person authorized to
  transfer on the entity's behalf an estate or interest in the real
  property described in the affidavit.
         (e)  Except as provided by Subsection (f), the individual
  executing an affidavit described by Subsection (b) may not be the
  individual authorized to transfer an estate or interest in the real
  property described in the affidavit.
         (f)  The individual executing the affidavit described by
  Subsection (b) may be the individual identified as authorized in
  the affidavit if:
               (1)  the entity is a for-profit corporation and the
  affidavit includes a representation by the affiant that the affiant
  is the sole shareholder, director, and officer of the corporation;
  or
               (2)  the entity is a limited liability company and the
  affidavit includes a representation by the affiant that the affiant
  is the sole member and manager of the limited liability company.
         (g)  The affidavit may be recorded in the county clerk's
  office in the county in which the real property is located.  The
  county clerk may collect a fee for recording an affidavit under this
  section in the amount authorized for recording a transfer of real
  property.
         (h)  An affidavit that complies with this section and is
  filed as authorized by Subsection (g) is conclusive proof of the
  factual matters stated in the affidavit. A bona fide purchaser or
  mortgagee for value, a successor or assign of a bona fide purchaser
  or mortgagee for value, or a title insurance company may rely
  conclusively on the affidavit.
         (i)  A person who in good faith acts in reliance on an
  affidavit that complies with this section and is filed as
  authorized by Subsection (g), without knowledge that the
  representations contained in the affidavit are incorrect, is not
  liable to any person for that act and may assume without inquiry the
  existence of the facts contained in the affidavit.
         SECTION 2.  This Act takes effect September 1, 2019.
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