Terms Used In Texas Business Organizations Code 1.006

  • Association: means an entity governed as an association under Title 6 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
  • Limited liability company: means an entity governed as a limited liability company under Title 3 or 7. See Texas Business Organizations Code 1.002
  • Organization: means a corporation, limited or general partnership, limited liability company, business trust, real estate investment trust, joint venture, joint stock company, cooperative, association, bank, insurance company, credit union, savings and loan association, or other organization, regardless of whether the organization is for-profit, nonprofit, domestic, or foreign. See Texas Business Organizations Code 1.002
  • Share: means a unit into which the ownership interest in a for-profit corporation, professional corporation, real estate investment trust, or professional association is divided, regardless of whether the share is certificated or uncertificated. See Texas Business Organizations Code 1.002
  • Statute: A law passed by a legislature.

To the extent not inconsistent with the provisions of the constitution, other statutes or codes, and governing documents wherein such terms may be found, and as the context requires, in this code, any other statute or code of this state, or any governing documents:
(1) a reference to “articles of incorporation,” “articles of organization,” “articles of association,” “certificate of limited partnership,” and “charter” includes a “certificate of formation”;
(2) a reference to “authorized capital stock” includes “authorized shares”;
(3) a reference to “capital stock” includes “authorized and issued shares,” “issued share,” and “stated capital”;
(4) a reference to a “certificate of registration,” “certificate of authority,” and “permit to do business” includes “registration”;
(5) a reference to “stock” and “shares of stock” includes “shares”;
(6) a reference to “stockholder” includes “shareholder”;
(7) a reference to “no par stock” includes “shares without par value”;
(8) a reference to “paid-up capital” includes “stated capital”;
(9) a reference to “articles of merger” includes a “certificate of merger”;
(10) a reference to “articles of exchange” includes a “certificate of exchange”;
(11) a reference to “articles of conversion” includes a “certificate of conversion”;
(12) a reference to “articles of amendment” includes a “certificate of amendment”;
(13) a reference to “articles of dissolution” or “certificate of cancellation” includes a “certificate of termination”;
(14) a reference to “incorporator” includes an “organizer”;
(15) a reference to “certificate of authority to transact business” includes a “registration to transact business”;
(16) a reference to “regulations” in connection with a limited liability company includes a “company agreement”; and
(17) a reference to “business corporation” includes a “for-profit corporation.”

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