Texas Business Organizations Code

§ 101.359 — EFFECTIVE ACTION BY MEMBERS OR MANAGERS WITH OR WITHOUT MEETING

BO § 101.359Title 3. LIMITED LIABILITY COMPANIES · Ch. 101. LIMITED LIABILITY COMPANIES · Art. H. MEETINGS AND VOTING

Statute text

Members or managers of a limited liability company may take action at a meeting of the members or managers or without a meeting in any manner permitted by this title, Title 1, or the governing documents of the company. Unless otherwise provided by the governing documents, an action is effective if it is taken:

(1)by an affirmative vote of those persons having at least the minimum number of votes that would be necessary to take the action at a meeting at which each member or manager, as appropriate, entitled to vote on the action is present and votes; or

(2)with the consent of each member of the limited liability company, which may be established by:

(A)the member's failure to object to the action in a timely manner, if the member has full knowledge of the action;

(B)consent to the action in writing signed by the member; or

(C)any other means reasonably evidencing consent.

Legislative history

Added by Acts 2005, 79th Leg., Ch. 64 (H.B. 1319), Sec. 75, eff. January 1, 2006.