Texas Attorney General Opinion: O-5498 Page: 3 of 4
This text is part of the collection entitled: Texas Attorney General Opinions and was provided to The Portal to Texas History by the UNT Libraries Government Documents Department.
Extracted Text
The following text was automatically extracted from the image on this page using optical character recognition software:
w.
.
eI
R498
honorable Jidney Lathm, ;age 3
Johnston v Townsend, 103 Tex. 1 , 184 2. W. 417,
was an app nation o the Supreme Court for a writ of manda-
gas requiring the Seoretary of State to file the charter of
incorporation offered by the relators. In refusing the ,aanda-
maus, Justice Williams said:
* * * A charter must specify the purposefbr
which the corporation is to be created. This should
be done with sufficient olearness to enable the Seare-
tary of State to see that the purpose specified is
one provided for by the statute and to define with
some certainty the scope of the business or under-
takin t6 be pursued. The charter tendered in this
case is so general and indefinite in its language
that, while it might apply to one business sucash as
we have mentioned ocons sting of both sanuaacturing
and mining, with the purchase and sale of goods, etc.,
used for it, it might also be taken to authorize the
transaction of two businesses, one of manufacturing
and another for mining, with the further power of
purchase and sale incident to each. And it appears
to be the purpose of the relators to use the charter
for the carrying on of what we regard as two distinct
businesses. We may look to this as illustrative of
the capacities for use of that which it is sought to
have the respondent file, although we do not think
that question as to wbhAt ay be done under a charter
ordinarily aris when it is proposedto have one filed.
I is proper and Laportant to see that the purpose of
a obarter is so *zprease as carry out the inton-
tion of the e a re in asa th reirent
or it is by a complan withi tte hath ppubli as
well as those specially interested in corporations,
are to be protected against the assumption of powers
not granted. * *Anas the charter offered can be
interpreted as meaning and is intended to msan that
it authorizes the pursuit of both businesses, we think
the respondent had the right uade the law to refuse to
file it wta1 t-he doubt as to it seo a should bej-
ahasa sappli ed
Sorme state require corporation charteraps to set oat the
Powers of the corpoSration, but in TZexas, Article 1304, V.A.C. S.,
requires that the purpose be stated in the charter. When this isI
Upcoming Pages
Here’s what’s next.
Search Inside
This text can be searched. Note: Results may vary based on the legibility of text within the document.
Tools / Downloads
Get a copy of this page or view the extracted text.
Citing and Sharing
Basic information for referencing this web page. We also provide extended guidance on usage rights, references, copying or embedding.
Reference the current page of this Text.
Texas. Attorney-General's Office. Texas Attorney General Opinion: O-5498, text, 1943; (https://texashistory.unt.edu/ark:/67531/metapth262773/m1/3/: accessed March 18, 2024), University of North Texas Libraries, The Portal to Texas History, https://texashistory.unt.edu; crediting UNT Libraries Government Documents Department.