Several interested citizens recently attended a meeting held in the Italy City Council chambers for those wanting to learn more about the Italy Chamber of Commerce. Susan Delephimne, chamber director, answered numerous questions regarding the local chamber. It was never disclosed any time during the meeting, however, that the chamber had been Involuntary Dissolved by the Texas Secretary of State.
According to records from the Texas Secretary of State website, the chamber was involuntary dissolved in August of 2007 for “non-filing of periodic reports.” The chamber’s first notification letter from the Secretary of State came in March of 2007, a second notification letter came in April of 2007.
The letter, dated March 13, 2007 states:
“A nonprofit corporation is required by law to file a periodic report with the Secretary of State not more than once every four years. You are hereby notified that the above referenced nonprofit corporation (Italy chamber of Commerce, Inc.) is required to file the period report at this time. This periodic report should be completed and received by this office on or before April 12, 2007. Failure to file the report when due will result, after notice, in the forfeiture of the corporation’s right to conduct affairs in the State of Texas and could ultimately result, after notice, in the involuntary dissolution or termination of the domestic corporation or the revocation of the registration of the foreign corporation.”
A second letter dated April 13 states the State never received the periodic report mentioned in the first letter.
An Involuntary Dissolution of the Italy Chamber of Commerce, dated August 15, 2007, states, "The Secretary of State hereby determines and finds the following:
- That the corporation is required to file the periodic report specified by Article 1396-9 01 of the Texas Non-Profit Corporation Act.
- That the corporation has failed to file the periodic report prescribed by law when the same has become due.
- That the corporation forfeited its right to conduct affairs in this state for failure to file said report.
- That the corporation was mailed notice of such forfeiture following a period of not less than thirty (30) days of the requirement to file said report and simultaneously therewith given an additional period of not less than one hundred twenty (120) days to correct the delinquency.
- That the corporation has failed prior to such involuntary dissolution to correct the neglect, omission, or delinquency."
The document continues:
“It is therefore ordered, as prescribed by Article 1396-9 02E of the Texas Non-Profit Corporation Act, that the domestic corporation be involuntarily dissolved or the certificate of authority of a foreign corporation be revoked without judicial ascertainment.”
During the above-mentioned meeting held earlier this month, Vic Delephimne said the chamber has been raising funds at a booth at Italy Opry shows. He also said that Delephimne held a chamber meeting in October of 2007. That, he said, was the last meeting the chamber held.
The purpose of the Italy Chamber of Commerce, per the Constitution and by-Laws dated September 1994, states, the objects are to develop, encourage, promote and protect the agricultural, commercial, professional, financial and general business interests of the City of Italy and its trade territory, to promote the civic interests and general welfare of the community. The chamber aim is to extend and promote trade and commerce, and foster, develop and protect the industry of the city and its trade territory; to encourage the development of the transportation and communication facilities and the various resources of the city and its trade territory; and to procure laws and regulations desirable for the benefit of business in general.