Texas Business Organizations Code 22.224 – Delegation of Investment Authority
(a) The board of directors of a corporation may:
(1) contract with an advisor who is an investment counsel or a trust company, bank, investment advisor, or investment manager; and
(2) confer on that advisor the authority to:
(A) purchase or otherwise acquire a stock, bond, security, or other investment on behalf of the corporation; and
(B) sell, transfer, or otherwise dispose of an asset or property of the corporation at a time and for a consideration the advisor considers appropriate.
(b) The board of directors may:
(1) confer on an advisor described by Subsection (a) other powers regarding the corporation’s investments as the board considers appropriate; and
(2) authorize the advisor to hold title to an asset or property of the corporation, in the advisor’s own name or in the name of a nominee, for the benefit of the corporation.
Terms Used In Texas Business Organizations Code 22.224
- Contract: A legal written agreement that becomes binding when signed.
- 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
- Manager: means a person designated as a manager of a limited liability company that is not managed by members of the company. See Texas Business Organizations Code 1.002
- Property: includes tangible and intangible property and an interest in that property. See Texas Business Organizations Code 1.002
(c) The board of directors is not liable for an action taken or not taken by an advisor under this section if the board acted in good faith and with ordinary care in selecting the advisor. The board of directors may remove or replace the advisor, with or without cause, if the board considers that action appropriate or necessary.