Form 604 - Articles Of Dissolution Of A Professional Association Page 2
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4Requests for certificates or questions on tax status should be directed to the Tax Assistance Section,
Comptroller of Public Accounts, Austin, Texas 78774-0100; (512) 463-4600 or toll-free (800) 252-
1381. You also may contact tax.help@cpa.state.tx.us.
Effectiveness of Filing: Articles of dissolution become effective when filed by the secretary of state
(option A). However, pursuant to article 10.03 of the Texas Business Corporation Act, which is
applicable to professional associations, the effectiveness of the instrument may be delayed to a date
not more than ninety (90) days from the date the instrument is signed (option B). The effectiveness
of the instrument also may be delayed on the occurrence of a future event or fact, other than the
passage of time (option C). If option C is selected, you must state the manner in which the event or
th
fact will cause the instrument to take effect and the date of the 90
day after the date the instrument
is signed. In order for the dissolution to take effect under option C, the association must, within
ninety (90) days of the filing of the instrument, file a statement with the secretary of state regarding
the event or fact pursuant to article 10.03A(3) of the Texas Business Corporation Act.
On the filing of a document with a delayed effective date or condition, the computer records of the
secretary of state will be changed to show the filing of the document, the date of the filing, and the
future date on which the document will be effective or evidence that the effectiveness was
conditioned on the occurrence of a future event or fact. In addition, at the time of such filing, the
status of the association will be shown as “voluntarily dissolved” on the records of the secretary of
state.
Execution: Pursuant to section 18 of the TPAA, the articles of dissolution must be executed by an
officer of the association. If there are no living officers of the association, the articles of dissolution
may be executed by the legal representative of the last surviving officer.
The articles of dissolution need not be notarized.
However, before signing, please read the
statements on the form carefully.
A person commits an offense under the Texas Business
Corporation Act, which is applicable to professional associations, if the person signs a document the
person knows is false in any material respect with the intent that the document be delivered to the
secretary of state for filing. The offense is a Class A misdemeanor unless the person’s intent is to
defraud or harm another, in which case the offense is a state jail felony.
Payment and Delivery Instructions: The filing fee for the articles of dissolution is $40. Fees may
be paid by personal checks, money orders, LegalEase debit cards, or MasterCard, Visa, and Discover
credit cards. Checks or money orders must be payable through a U.S. bank or financial institution
and made payable to the secretary of state. Fees paid by credit card are subject to a statutorily
authorized convenience fee of 2.7 percent of the total fees.
Submit the completed form in duplicate along with the filing fee and certificate of account status.
The form may be mailed to P.O. Box 13697, Austin, Texas 78711-3697; faxed to (512) 463-5709; or
delivered to the James Earl Rudder Office Building, 1019 Brazos, Austin, Texas 78701. If a
document is transmitted by fax, credit card information must accompany the transmission (Form
807). On filing the document, the secretary of state will return the appropriate evidence of filing to
the submitter together with a file-stamped copy of the document, if a duplicate copy was provided as
instructed.
Revised 09/09
Form 607
Form 607
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