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Texas Statutes (Last Updated: January 4, 2014) |
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BUSINESS ORGANIZATIONS CODE |
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Title 3. LIMITED LIABILITY COMPANIES |
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Chapter 101. LIMITED LIABILITY COMPANIES |
| Subchapter A. GENERAL PROVISIONS |
| § 101.001. DEFINITIONS |
| § 101.002. APPLICABILITY OF OTHER LAWS |
| Subchapter B. FORMATION AND GOVERNING DOCUMENTS |
| § 101.051. CERTAIN PROVISIONS CONTAINED IN CERTIFICATE OF FORMATION |
| § 101.0515. EXECUTION OF FILINGS |
| § 101.052. COMPANY AGREEMENT |
| § 101.053. AMENDMENT OF COMPANY AGREEMENT |
| § 101.054. WAIVER OR MODIFICATION OF CERTAIN STATUTORY PROVISIONS PROHIBITED; EXCEPTIONS |
| Subchapter C. MEMBERSHIP |
| § 101.101. MEMBERS REQUIRED |
| § 101.102. QUALIFICATION FOR MEMBERSHIP |
| § 101.103. EFFECTIVE DATE OF MEMBERSHIP |
| § 101.104. CLASSES OR GROUPS OF MEMBERS OR MEMBERSHIP INTERESTS |
| § 101.105. ISSUANCE OF MEMBERSHIP INTERESTS AFTER FORMATION OF COMPANY |
| § 101.106. NATURE OF MEMBERSHIP INTEREST |
| § 101.107. WITHDRAWAL OR EXPULSION OF MEMBER PROHIBITED |
| § 101.108. ASSIGNMENT OF MEMBERSHIP INTEREST |
| § 101.109. RIGHTS AND DUTIES OF ASSIGNEE OF MEMBERSHIP INTEREST BEFORE MEMBERSHIP |
| § 101.110. RIGHTS AND LIABILITIES OF ASSIGNEE OF MEMBERSHIP INTEREST AFTER BECOMING MEMBER |
| § 101.111. RIGHTS AND DUTIES OF ASSIGNOR OF MEMBERSHIP INTEREST |
| § 101.1115. EFFECT OF DEATH OR DIVORCE ON MEMBERSHIP INTEREST |
| § 101.112. MEMBER'S MEMBERSHIP INTEREST SUBJECT TO CHARGING ORDER |
| § 101.113. PARTIES TO ACTIONS |
| § 101.114. LIABILITY FOR OBLIGATIONS |
| Subchapter D. CONTRIBUTIONS |
| § 101.151. REQUIREMENTS FOR ENFORCEABLE PROMISE |
| § 101.152. ENFORCEABLE PROMISE NOT AFFECTED BY CHANGE IN CIRCUMSTANCES |
| § 101.153. FAILURE TO PERFORM ENFORCEABLE PROMISE; CONSEQUENCES |
| § 101.154. CONSENT REQUIRED TO RELEASE ENFORCEABLE OBLIGATION |
| § 101.155. CREDITOR'S RIGHT TO ENFORCE CERTAIN OBLIGATIONS |
| § 101.156. REQUIREMENTS TO ENFORCE CONDITIONAL OBLIGATION |
| Subchapter E. ALLOCATIONS AND DISTRIBUTIONS |
| § 101.201. ALLOCATION OF PROFITS AND LOSSES |
| § 101.202. DISTRIBUTION IN KIND |
| § 101.203. SHARING OF DISTRIBUTIONS |
| § 101.204. INTERIM DISTRIBUTIONS |
| § 101.205. DISTRIBUTION ON WITHDRAWAL |
| § 101.206. PROHIBITED DISTRIBUTION; DUTY TO RETURN |
| § 101.207. CREDITOR STATUS WITH RESPECT TO DISTRIBUTION |
| § 101.208. RECORD DATE |
| Subchapter F. MANAGEMENT |
| § 101.251. GOVERNING AUTHORITY |
| § 101.252. MANAGEMENT BY GOVERNING AUTHORITY |
| § 101.253. DESIGNATION OF COMMITTEES; DELEGATION OF AUTHORITY |
| § 101.254. DESIGNATION OF AGENTS; BINDING ACTS |
| § 101.255. CONTRACTS OR TRANSACTIONS INVOLVING INTERESTED GOVERNING PERSONS OR OFFICERS |
| Subchapter G. MANAGERS |
| § 101.301. APPLICABILITY OF SUBCHAPTER |
| § 101.302. NUMBER AND QUALIFICATIONS |
| § 101.303. TERM |
| § 101.304. REMOVAL |
| § 101.305. MANAGER VACANCY |
| § 101.306. REMOVAL AND REPLACEMENT OF MANAGER ELECTED BY CLASS OR GROUP |
| § 101.307. METHODS OF CLASSIFYING MANAGERS |
| Subchapter H. MEETINGS AND VOTING |
| § 101.351. APPLICABILITY OF SUBCHAPTER |
| § 101.352. GENERAL NOTICE REQUIREMENTS |
| § 101.353. QUORUM |
| § 101.354. EQUAL VOTING RIGHTS |
| § 101.355. ACT OF GOVERNING AUTHORITY, MEMBERS, OR COMMITTEE |
| § 101.356. VOTES REQUIRED TO APPROVE CERTAIN ACTIONS |
| § 101.357. MANNER OF VOTING |
| § 101.358. ACTION BY LESS THAN UNANIMOUS WRITTEN CONSENT |
| § 101.359. EFFECTIVE ACTION BY MEMBERS OR MANAGERS WITH OR WITHOUT MEETING |
| Subchapter I. MODIFICATION OF DUTIES; INDEMNIFICATION |
| § 101.401. EXPANSION OR RESTRICTION OF DUTIES AND LIABILITIES |
| § 101.402. PERMISSIVE INDEMNIFICATION, ADVANCEMENT OF EXPENSES, AND INSURANCE OR OTHER ARRANGEMENTS |
| Subchapter J. DERIVATIVE PROCEEDINGS |
| § 101.451. DEFINITIONS |
| § 101.452. STANDING TO BRING PROCEEDING |
| § 101.453. DEMAND |
| § 101.454. DETERMINATION BY GOVERNING OR INDEPENDENT PERSONS |
| § 101.455. STAY OF PROCEEDING |
| § 101.456. DISCOVERY |
| § 101.457. TOLLING OF STATUTE OF LIMITATIONS |
| § 101.458. DISMISSAL OF DERIVATIVE PROCEEDING |
| § 101.459. ALLEGATIONS IF DEMAND REJECTED |
| § 101.460. DISCONTINUANCE OR SETTLEMENT |
| § 101.461. PAYMENT OF EXPENSES |
| § 101.462. APPLICATION TO FOREIGN LIMITED LIABILITY COMPANIES |
| § 101.463. CLOSELY HELD LIMITED LIABILITY COMPANY |
| Subchapter K. SUPPLEMENTAL RECORDKEEPING REQUIREMENTS |
| § 101.501. SUPPLEMENTAL RECORDS REQUIRED FOR LIMITED LIABILITY COMPANIES |
| § 101.502. RIGHT TO EXAMINE RECORDS AND CERTAIN OTHER INFORMATION |
| Subchapter L. SUPPLEMENTAL WINDING UP AND TERMINATION PROVISIONS |
| § 101.551. PERSONS ELIGIBLE TO WIND UP COMPANY |
| § 101.552. APPROVAL OF VOLUNTARY WINDING UP, REVOCATION, CANCELLATION, OR REINSTATEMENT |
| Subchapter M. SERIES LIMITED LIABILITY COMPANY |
| § 101.601. SERIES OF MEMBERS, MANAGERS, MEMBERSHIP INTERESTS, OR ASSETS |
| § 101.602. ENFORCEABILITY OF OBLIGATIONS AND EXPENSES OF SERIES AGAINST ASSETS |
| § 101.603. ASSETS OF SERIES |
| § 101.604. NOTICE OF LIMITATION ON LIABILITIES OF SERIES |
| § 101.605. GENERAL POWERS OF SERIES |
| § 101.606. LIABILITY OF MEMBER OR MANAGER FOR OBLIGATIONS; DUTIES |
| § 101.607. CLASS OR GROUP OF MEMBERS OR MANAGERS |
| § 101.608. GOVERNING AUTHORITY |
| § 101.609. APPLICABILITY OF OTHER PROVISIONS OF CHAPTER; SYNONYMOUS TERMS |
| § 101.610. EFFECT OF CERTAIN EVENT ON MANAGER OR MEMBER |
| § 101.611. MEMBER STATUS WITH RESPECT TO DISTRIBUTION |
| § 101.612. RECORD DATE FOR ALLOCATIONS AND DISTRIBUTIONS |
| § 101.613. DISTRIBUTIONS |
| § 101.614. AUTHORITY TO WIND UP AND TERMINATE SERIES |
| § 101.615. TERMINATION OF SERIES |
| § 101.616. EVENT REQUIRING WINDING UP |
| § 101.617. PROCEDURES FOR WINDING UP AND TERMINATION OF SERIES |
| § 101.618. REVOCATION OF VOLUNTARY WINDING UP |
| § 101.619. CANCELLATION OF EVENT REQUIRING WINDING UP |
| § 101.620. CONTINUATION OF BUSINESS |
| § 101.621. WINDING UP BY COURT ORDER |