Bill Text: TX SB323 | 2011-2012 | 82nd Legislature | Enrolled
Bill Title: Relating to the applicability of certain laws governing corporations to limited liability companies.
Sponsorship: Partisan Bill (Republican 2)
Status: (Passed) 2011-05-09 - Effective on 9/1/11 [SB323 Detail]
Download: Texas-2011-SB323-Enrolled.html
| S.B. No. 323 | ||
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| relating to the applicability of certain laws governing | ||
| corporations to limited liability companies. | ||
| BE IT ENACTED BY THE LEGISLATURE OF THE STATE OF TEXAS: | ||
| SECTION 1. Subchapter A, Chapter 101, Business | ||
| Organizations Code, is amended by adding Section 101.002 to read as | ||
| follows: | ||
| Sec. 101.002. APPLICABILITY OF OTHER LAWS. (a) Subject to | ||
| Section 101.114, Sections 21.223, 21.224, 21.225, and 21.226 apply | ||
| to a limited liability company and the company's members, owners, | ||
| assignees, affiliates, and subscribers. | ||
| (b) For purposes of the application of Subsection (a): | ||
| (1) a reference to "shares" includes "membership | ||
| interests"; | ||
| (2) a reference to "holder," "owner," or "shareholder" | ||
| includes a "member" and an "assignee"; | ||
| (3) a reference to "corporation" or "corporate" | ||
| includes a "limited liability company"; | ||
| (4) a reference to "directors" includes "managers" of | ||
| a manager-managed limited liability company and "members" of a | ||
| member-managed limited liability company; | ||
| (5) a reference to "bylaws" includes "company | ||
| agreement"; and | ||
| (6) the reference to "Sections 21.157-21.162" in | ||
| Section 21.223(a)(1) refers to the provisions of Subchapter D of | ||
| this chapter. | ||
| SECTION 2. This Act takes effect September 1, 2011. | ||
| ______________________________ | ______________________________ | |
| President of the Senate | Speaker of the House | |
| I hereby certify that S.B. No. 323 passed the Senate on | ||
| March 17, 2011, by the following vote: Yeas 31, Nays 0. | ||
| ______________________________ | ||
| Secretary of the Senate | ||
| I hereby certify that S.B. No. 323 passed the House on | ||
| April 20, 2011, by the following vote: Yeas 146, Nays 0, one | ||
| present not voting. | ||
| ______________________________ | ||
| Chief Clerk of the House | ||
| Approved: | ||
| ______________________________ | ||
| Date | ||
| ______________________________ | ||
| Governor | ||
