H.B. No. 2991

	AN ACT
	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 [bears] a reasonable relation to a
	particular jurisdiction includes [if]:
	(1)  a transaction in which:
	(A)  a party to the transaction is a resident of
	that jurisdiction;
	(B) [(2)]  a party to the transaction has the
	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) [(3)]  all or part of the subject matter of
	the transaction is located in that jurisdiction;
	(D) [(4)]  a party to the transaction is required
	to perform in that jurisdiction a substantial part of the party's
	obligations relating to the transaction, such as delivering
	payments; [or]
	(E) [(5)]  a substantial part of the negotiations
	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
	.
	______________________________
	Secretary of the Senate
	APPROVED:  _____________________
	Date
	_____________________
	Governor