Sec. 21.103. DISCLOSURE OF AGREEMENT; RECALL OF CERTAIN CERTIFICATES. (a) The existence of an agreement authorized by this subchapter shall be noted conspicuously on the front or back of each certificate for outstanding shares or on the information statement required for uncertificated shares by Section 3.205.
(b) The disclosure required by this section must include the sentence, "These shares are subject to the provisions of a shareholders' agreement that may provide for management of the corporation in a manner different than in other corporations and may subject a shareholder to certain obligations or liabilities not otherwise imposed on shareholders in other corporations."
(c) A corporation that has outstanding shares represented by certificates at the time the shareholders of the corporation enter into an agreement under this subchapter shall recall the outstanding certificates and issue substitute certificates that comply with this subchapter.
(d) The failure to note the existence of the agreement on the certificate or information statement does not affect the validity of the agreement or an action taken pursuant to the agreement.
Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.
Structure Texas Statutes
Chapter 21 - For-Profit Corporations
Subchapter C. Shareholders' Agreements
Section 21.101. Shareholders' Agreement
Section 21.102. Term of Agreement
Section 21.103. Disclosure of Agreement; Recall of Certain Certificates
Section 21.104. Effect of Shareholders' Agreement
Section 21.105. Right of Rescission; Knowledge of Purchaser of Shares
Section 21.106. Agreement Limiting Authority of and Supplanting Board of Directors; Liability
Section 21.107. Liability of Shareholder
Section 21.108. Persons Acting in Place of Shareholders