Texas Business Organizations Code

§ 21.154 — CERTAIN OPTIONAL CHARACTERISTICS OF SHARES

BO § 21.154Title 2. CORPORATIONS · Ch. 21. FOR-PROFIT CORPORATIONS · Art. D. SHARES, OPTIONS, AND CONVERTIBLE SECURITIES

Statute text

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(a)Subject to Sections 21.152 and 21.153, if authorized by the corporation's certificate of formation, a corporation may issue shares that:

(1)are redeemable, at the option of the corporation, shareholder, or other person or on the occurrence of a designated event, subject to Sections 21.303 and 21.304;

(2)entitle the holders of the shares to cumulative, noncumulative, or partially cumulative distributions;

(3)have preferences over any or all other classes or series of shares with respect to payment of distributions;

(4)have preferences over any or all other classes or series of shares with respect to the assets of the corporation on the voluntary or involuntary winding up and termination of the corporation;

(5)are exchangeable, at the option of the corporation, shareholder, or other person or on the occurrence of a designated event, for shares, obligations, indebtedness, evidence of ownership, rights to purchase securities of the corporation or one or more other entities, or other property or for a combination of those rights, assets, or obligations, subject to Section 21.303; and

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Legislative history

Acts 2009, 81st Leg., R.S., Ch. 84 (S.B. 1442), Sec. 29, eff. September 1, 2009.