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September 29, 1999

Mr. Scott Fawcett
Legal Counsel
Open Records Division
Comptroller of Public Accounts
P.O. Box 13528
Austin, Texas 78711-3528

OR99-2751

Dear Mr. Fawcett:

You ask whether certain information is subject to required public disclosure under chapter 552 of the Government Code. Your request was assigned ID# 128158.

The Comptroller of Public Accounts (the "Comptroller") received a request for the following information:

the company names - and, where possible, the addresses, telephone numbers, fax telephone numbers and registered agent(s) - of all "C" and "S" corporations in the counties of Bexar, Comal, Guadalupe and Kendall.

You state that you will supply the requestor with a list of all corporations in the listed counties. You contend, however, that information indicating whether the corporations are S or C corporations is excepted from disclosure under section 552.101 of the Government Code.

Section 552.101 excepts from disclosure "information considered to be confidential by law, either constitutional, statutory, or by judicial decision." Chapter 171 of the Tax Code relates to the state franchise tax imposed on corporations and limited liability companies doing business in Texas. Section 171.206 of the Tax Code deems the following information confidential:

(1) information that is obtained from a record or other instrument that is required by this chapter to be filed with the comptroller; or

(2) information, including information about the business affairs, operations, profits, losses, or expenditures of a corporation, obtained by an examination of the books and records, officers, or employees of a corporation on which a tax is imposed by the chapter.

Section 171.207 of the Tax Code provides:

The following information is not confidential and shall be made open to public inspection:

(1) information contained in a document filed under this chapter with a county clerk as notice of a tax lien; and

(2) information contained in a report required by Section 171.203 of this code.

Section 171.203 of the Tax Code provides:

(a) A corporation on which the franchise tax is imposed shall file a report with the comptroller containing:

(1) the name of each corporation in which the corporation filing the report owns a 10 percent or greater interest and the percentage owned by the corporation;

(2) the name of each corporation that owns a 10 percent or greater interest in the corporation filing the report;

(3) the name, title, and mailing address of each officer and director of the corporation;

(4) the name and address of the agent of the corporation designated under Section 171.354 of this code; and

(5) the address of the corporation's principal office and principal place of business.

(b) The corporation shall file the report once a year on a form prescribed by the comptroller.

(c) The comptroller shall forward the report to the secretary of state.

You explain that

A corporation doing business in Texas is required to file a franchise tax return each year. A corporation may qualify as an S corporation if it follows the requirements of 1361 of the Internal Revenue Code. If a corporation is not an S corporation, then it is considered a C corporation . . . A corporation informs the Comptroller's office about its status as an S corporation by marking the appropriate box in the upper, right-hand corner of page 1 of a franchise tax report. If a corporation does not mark through this box, it is presumed to be a C corporation. Whether or not a taxpayer marked through this box is information contained in a record that corporations are required by chapter 171 of the Tax Code to file with the Comptroller. (Footnotes omitted.)

A corporation's status as a C or S corporation is not within the scope of information designated as open to public inspection in section 171.203 or 171.207 of the Tax Code. Based upon your representations, we conclude that this information is confidential under section 171.206 of the Tax Code. Accordingly, the Comptroller must withhold this information from disclosure under section 552.101 of the Government Code.

We are resolving this matter with an informal letter ruling rather than with a published open records decision. This ruling is limited to the particular records at issue under the facts presented to us in this request and should not be relied upon as a previous determination regarding any other records. If you have questions about this ruling, please contact our office.

Sincerely,

Karen E. Hattaway
Assistant Attorney General
Open Records Division

KEH/ch

Ref: ID# 128158

Encl. Submitted documents

cc: Mr. Mike Avalos
LTC Associates
119 Howerton Drive
San Antonio, Texas 78223
(w/o enclosures)


 

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