Sec. 21.755. UNAVAILABILITY OF JUDICIAL PROCEEDING. (a) A shareholder may not institute a proceeding before exhausting any nonjudicial remedy contained in a close corporation provision for resolution of an issue that is in dispute unless the shareholder proves that the close corporation, the shareholders as a whole, or the shareholder will suffer irreparable harm before the nonjudicial remedy is exhausted.
(b) A shareholder may not institute a proceeding to seek damages or other monetary relief if the shareholder is entitled to dissent from a proposed action and receive the fair value of the shareholder's shares under this code or a shareholders' agreement.
Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.
Structure Texas Statutes
Chapter 21 - For-Profit Corporations
Subchapter P. Judicial Proceedings Relating to Close Corporation
Section 21.752. Proceedings Authorized
Section 21.753. Notice; Intervention
Section 21.754. Proceeding Nonexclusive
Section 21.755. Unavailability of Judicial Proceeding
Section 21.756. Judicial Proceeding to Enforce Close Corporation Provision
Section 21.757. Liquidation; Involuntary Winding Up and Termination; Receivership
Section 21.758. Appointment of Provisional Director
Section 21.759. Rights and Powers of Provisional Director
Section 21.760. Compensation of Provisional Director
Section 21.761. Appointment of Custodian