Texas Business Organizations Code
§ 6.252 — VOTING AGREEMENTS
BO § 6.252Title 1. GENERAL PROVISIONS · Ch. 6. MEETINGS AND VOTING FOR DOMESTIC ENTITIES · Art. F. VOTING TRUSTS AND VOTING AGREEMENTS
Statute text
View on source(a)Except as provided by this code or the governing documents, any number of owners of a domestic entity, or any number of owners of the domestic entity and the domestic entity itself, may enter into a written voting agreement that is not set forth in the domestic entity's governing documents to provide the manner of voting of the ownership interests of the domestic entity. A voting agreement entered into under this subsection is not part of the governing documents of the domestic entity.
(b)A copy of a voting agreement entered into under Subsection (a):
(1)may be deposited with the domestic entity at the domestic entity's principal executive office or registered office; and
(2)if deposited as provided by Subdivision (1), is subject to examination by an owner, whether in person or by the owner's agent or attorney, in the same manner as the owner is entitled to examine the books and records of the domestic entity.
(c)A voting agreement entered into under Subsection (a) is specifically enforceable against the owner of an ownership interest that is the subject of the agreement if the owner executes the voting agreement or acknowledges in writing that the owner or the ownership interest is bound by the agreement. (c-1) A voting agreement entered into under Subsection (a) is specifically enforceable against any subsequent owner of the ownership interest subject to the voting agreement if the subsequent owner:
(1)has notice or actual knowledge of the voting agreement at or before the time of transfer to the subsequent owner;
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Legislative history
Acts 2007, 80th Leg., R.S., Ch. 688 (H.B. 1737), Sec. 39, eff. September 1, 2007. Acts 2019, 86th Leg., R.S., Ch. 665 (S.B. 1971), Sec. 1, eff. September 1, 2019. Acts 2019, 86th Leg., R.S., Ch. 665 (S.B. 1971), Sec. 20, eff. September 1, 2019.