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Texas Business Organizations Code

§ 101.601 — SERIES OF MEMBERS, MANAGERS, MEMBERSHIP INTERESTS, OR ASSETS

BO § 101.601Title 3. LIMITED LIABILITY COMPANIES · Ch. 101. LIMITED LIABILITY COMPANIES · Art. M. SERIES LIMITED LIABILITY COMPANY

Statute text

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(a)A company agreement may establish or provide for the establishment of one or more designated series of members, managers, membership interests, or assets that:
(1)has separate rights, powers, or duties with respect to specified property or obligations of the limited liability company or profits and losses associated with specified property or obligations; or
(2)has a separate business purpose or investment objective.
(b)A series established in accordance with Subsection (a) or a protected series or registered series established in accordance with Section 101.602 may carry on any business, purpose, or activity, whether or not for profit, that is not prohibited by Section 2.003.
(c)Nothing in this subchapter shall be construed to limit the application of the principle of freedom of contract to a series that is not a protected series or a registered series. Except as otherwise provided by Sections 101.627 through 101.636, a series may not merge or convert.
(d)The provisions of the company agreement that govern a protected series or registered series may be amended by the approval of:

Legislative history

Acts 2021, 87th Leg., R.S., Ch. 43 (S.B. 1523), Sec. 1, eff. June 1, 2022. Acts 2023, 88th Leg., R.S., Ch. 27 (S.B. 1514), Sec. 42, eff. September 1, 2023.

Source: Texas Business Organizations Code § 101.601 from the Texas Constitution and Statutes (Texas Legislature) (public record). DecisionDepot is for informational use only and is not legal advice — verify against the official source before relying on this text.