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Texas Legal Opinions Reports

 

(2026) Report on Certain Third-Party Legal Opinions Concerning For-Profit Corporations

This report is Texas’ latest free-standing full opinion on the topic of legal opinions. However, this Report is NOT superseded by any of the prior Texas reports posted on this website.

(1992) Report of the Legal Opinions Committee of the State Bar of Texas Regarding Legal Opinions in Business Transactions

Law Section of the State Bar of Texas was organized and began its work as an ad hoc committee in June 1989. The Committee was originally comprised of twenty-seven members, all of whom were experienced business lawyers from law firms located in various cities in the State of Texas. The Committee became a standing committee of the Business Law Section of the State Bar of Texas in 1990, and continued its work with the intent of publishing the report of the Committee prior to June 30, 1992. The goals of the Committee were primarily to encourage and express a consensus of Texas business lawyers with regard to (i) the philosophy and purposes of legal opinions rendered to third parties in business transactions; (ii) uniform approaches to format and coverage of such opinions; (iii) the meaning of certain words and phrases commonly used in legal opinions; (iv) guidelines for negotiation of and factual investigation to back up legal opinions; and (v) guidelines for Texas lawyers with respect to professional ethics and maintaining professionalism and quality control in connection with legal opinions. To achieve these goals, the Committee agreed to prepare a comprehensive report covering these topics, to be published as an educational tool and a guide to Texas lawyers in negotiating and drafting legal opinions.

Since the 1992 Report was published, there have been six published supplements, namely:

Supplement

report-of-the-legal-opinions-committee-of-the-state-bar-of-texas-regarding-legal-opinions-in-business-transactions

Supplement No. 1 to the Report of the Legal Opinions Committee Regarding Legal Opinions in Business Transactions
December 1, 1994
In the Business Law Section's Report of the Legal Opinions Committee Regarding Legal Opinions in Business Transactions (June 1, 1992), the Legal Opinions Committee of the ...

Supplement

report-of-the-legal-opinions-committee-of-the-state-bar-of-texas-regarding-legal-opinions-in-business-transactions

Supplement No. 2 to the Report of the Legal Opinions Committee Regarding Legal Opinions in Business Transactions
April 2, 2001
Since publication of the Business Law Section’s Report of the Legal Opinions Committee Regarding Legal Opinions in Business Transactions (June 1, 1992), by the Legal Opinions Committee of the Business Law Section (the “Committee”) of the State Bar of Texas, Articles 8 and 9 of the Texas Uniform Commercial Code (the “Texas UCC”), which deal with security interests in securities and other types of investment property, were amended effective September 1, 1995. The 1995 amendments introduced a number of new defined terms including the following new definition of investment property

Supplement

report-of-the-legal-opinions-committee-of-the-state-bar-of-texas-regarding-legal-opinions-in-business-transactions

Supplement No. 3 to the Report of the Legal Opinions Committee Regarding Legal Opinions in Business Transactions
March 14, 2006
Statement on legal opinions regarding indemnification and exculpation provisions under Texas law.

Supplement

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Supplement No. 4 to the Report of the Legal Opinions Committee Regarding Legal Opinions in Business Transactions
April 21, 2009
Statement on ABA principles and guidelines.

Supplement

report-of-the-legal-opinions-committee-of-the-state-bar-of-texas-regarding-legal-opinions-in-business-transactions

Supplement No. 5 to the Report of the Legal Opinions Committee Regarding Legal Opinions in Business Transactions
November 1, 2012
Statement on entity status, power and authority opinions regarding pre-code Texas entities and pre-code registered foreign entities under the Texas business organizations code

Supplement

report-of-the-legal-opinions-committee-of-the-state-bar-of-texas-regarding-legal-opinions-in-business-transactions

Supplement No. 6 to the Report of the Legal Opinions Committee Regarding Legal Opinions in Business Transactions
July 25, 2013
Statement on changes to the procedure for good standing certificates issued by the Texas comptroller of public accounts.