Texas Business Organizations Code 21.3521 – Shareholder Meetings by Remote Communication
Terms Used In Texas Business Organizations Code 21.3521
- Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
- Corporation: means an entity governed as a corporation under Title 2 or 7. See Texas Business Organizations Code 1.002
- Governing documents: means :
(A) in the case of a domestic entity:
(i) the certificate of formation for a domestic filing entity or the document or agreement under which a domestic nonfiling entity is formed; and
(ii) the other documents or agreements adopted by the entity under this code to govern the formation or the internal affairs of the entity; or
(B) in the case of a foreign entity, the instruments, documents, or agreements adopted under the law of its jurisdiction of formation to govern the formation or the internal affairs of the entity. See Texas Business Organizations Code 1.002
Except for any limitation or other requirements in the governing documents of the corporation, if a meeting of a corporation‘s shareholders under § 21.351 or 21.352 is held by means of a telephone conference or other communication system authorized by § 6.002, the meeting is considered to have satisfied the requirement of § 6.002(a) that shareholders participating in the meeting be able to communicate with all other persons participating in the meeting if the corporation implements reasonable measures to provide each shareholder entitled to vote at the meeting, or the shareholder’s proxyholder, a reasonable opportunity to:
(1) vote on matters submitted to the shareholders; and
(2) read or hear the proceedings of the meeting substantially concurrently with those proceedings.