Sec. 21.153. DESIGNATIONS, PREFERENCES, LIMITATIONS, AND RIGHTS OF A CLASS OR SERIES. (a) If more than one class or series of shares is authorized under Section 21.152(d), the certificate of formation must state the designations, preferences, limitations, and relative rights, including voting rights, of each class or series.
(b) The certificate of formation may limit or deny the voting rights of, or provide special voting rights for, the shares of a class or series or the shares of a class or series held by a person or class of persons to the extent the limitation, denial, or provision is not inconsistent with this code.
(c) A designation, preference, limitation, or relative right, including a voting right, of a class or series of shares of a corporation may be made dependent on facts not contained in the certificate of formation, including future acts of the corporation, if the manner in which those facts will operate on the designation, preference, limitation, or right is clearly and expressly stated in the certificate of formation.
Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.
Amended by:
Acts 2009, 81st Leg., R.S., Ch. 84 (S.B. 1442), Sec. 28, eff. September 1, 2009.
Structure Texas Statutes
Chapter 21 - For-Profit Corporations
Subchapter D. Shares, Options, and Convertible Securities
Section 21.151. Number of Authorized Shares
Section 21.152. Classes and Series of Shares
Section 21.153. Designations, Preferences, Limitations, and Rights of a Class or Series
Section 21.154. Certain Optional Characteristics of Shares
Section 21.155. Series of Shares Established by Board of Directors
Section 21.156. Actions With Respect to Series of Shares
Section 21.157. Issuance of Shares
Section 21.158. Issuance of Shares Under Plan of Merger or Conversion
Section 21.159. Types of Consideration for Shares
Section 21.160. Determination of Consideration for Shares
Section 21.161. Amount of Consideration for Issuance of Certain Shares
Section 21.162. Value and Sufficiency of Consideration
Section 21.163. Issuance and Disposition of Fractional Shares or Scrip
Section 21.164. Rights of Holders of Fractional Shares or Scrip
Section 21.166. Preformation Subscription
Section 21.167. Commitment to Purchase Shares
Section 21.168. Stock Rights, Options, and Convertible Indebtedness
Section 21.169. Terms and Conditions of Rights and Options
Section 21.170. Consideration for Rights, Options, and Convertible Indebtedness
Section 21.171. Outstanding or Treasury Shares
Section 21.172. Expenses of Organization, Reorganization, and Financing of Corporation