Texas Business Organizations Code
§ 21.652 — ESTABLISHING CLASS OR SERIES OF SHARES; CHANGE IN NUMBER OF SHARES
BO § 21.652Title 2. CORPORATIONS · Ch. 21. FOR-PROFIT CORPORATIONS · Art. N. PROVISIONS RELATING TO INVESTMENT COMPANIES
Statute text
View on source(a)In addition to the actions the board may undertake under Subchapters D, E, and F, the board of directors of an investment company may:
(1)establish classes of shares and series of unissued shares of a class by setting and determining the designations, preferences, limitations, and relative rights, including voting rights, of the shares of the class or series established under this subdivision to the same extent that the designations, preferences, limitations, and relative rights could be stated if fully stated in the certificate of formation; and
(2)increase or decrease the aggregate number of shares or the number of shares of, or delete from the investment company's certificate of formation, a class or series of shares the corporation has authority to issue, unless a provision has been included in the certificate of formation of the corporation after September 1, 1993, expressly prohibiting those actions by the board of directors.
(b)The board of directors of an investment company may not:
(1)decrease the number of shares in a class or series to a number that is less than the number of shares of that class or series that are outstanding at the time; or
(2)delete from the certificate of formation a reference to a class or series that has shares outstanding at the time.
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Legislative history
Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.