Texas Business Organizations Code 21.718 – Statement of Operation as Close Corporation
Current as of: 2024 | Check for updates
|
Other versions
(a) On or after the formation of a close corporation or adoption of close corporation status, a close corporation that begins to conduct its business and affairs under a shareholders’ agreement that has become effective shall promptly execute and file with the secretary of state a statement of operation as a close corporation in accordance with Chapter 4.
(b) The statement required by Subsection (a) must:
(1) contain the name of the close corporation;
(2) state that the close corporation is being operated and its business and affairs are being conducted under the terms of a shareholders’ agreement under this subchapter; and
(3) contain the date the operation of the corporation began.
Terms Used In Texas Business Organizations Code 21.718
- Business: means a trade, occupation, profession, or other commercial activity. See Texas Business Organizations Code 1.002
- 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
- Officer: means an individual elected, appointed, or designated as an officer of an entity by the entity's governing authority or under the entity's governing documents. See Texas Business Organizations Code 1.002
- Secretary: means the:
(A) individual designated as secretary of an entity under the entity's governing documents; or
(B) officer or committee of persons authorized to perform the functions of secretary of an entity without regard to the designated name of the officer or committee. See Texas Business Organizations Code 1.002
(c) A statement of operation as a close corporation shall be executed by an officer on behalf of the corporation.
(d) On the filing of the statement of operation as a close corporation, the fact that the close corporation is being operated and its business and affairs are being conducted under the terms of a shareholders’ agreement becomes a matter of public record.