Terms Used In Texas Business Organizations Code 21.715

  • Close corporation: means a for-profit corporation that elects to be governed as a close corporation in accordance with Subchapter Texas Business Organizations Code 1.002
  • 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
  • Person: means an individual or a corporation, partnership, limited liability company, business trust, trust, association, or other organization, estate, government or governmental subdivision or agency, or other legal entity, or a protected series or registered series of a domestic limited liability company or foreign entity. See Texas Business Organizations Code 1.002
  • Subscriber: means a person who agrees with or makes an offer to an entity to purchase by subscription an ownership interest in the entity. See Texas Business Organizations Code 1.002

A shareholders’ agreement shall be executed:
(1) in the case of an existing close corporation, by each shareholder at the time of execution, regardless of whether the shareholder has voting power;
(2) in the case of an existing ordinary corporation that will adopt close corporation status under § 21.705, by each shareholder at the time of execution, regardless of whether the shareholder has voting power; or
(3) in the case of a close corporation that is being formed under § 21.703, by each person who is a subscriber to the corporation’s shares or agrees to become a holder of the corporation’s shares under the shareholders’ agreement of the close corporation.