reglab/housing_qa huggingface dataset:
TX Bus Orgs § 21.351 (2021)
2021 Texas Statutes|Business Organizations Code|Title 2 - Corporations|Chapter 21 - For-Profit Corporations|Subchapter H. Shareholders' Meetings; Notice to Shareholders; Voting and Quorum|Section 21.351. Annual Meeting

Sec. 21.351.  ANNUAL MEETING.  (a)  An annual meeting of the SHAREHOLDERS of a corporation shall be held at a time that is stated in or set in accordance with the corporation's bylaws.(b)  On the application of a shareholder who has previously submitted a written request to the corporation that an annual meeting be held, a court in the county in which the principal executive office of the corporation is located may order a meeting to be held if the annual meeting is not held or written consent instead of the annual meeting is not executed within any 13-month period, unless the meeting is not required to be held under Section 21.655.(c)  The failure to hold an annual meeting at the designated time does not result in the winding up or termination of the corporation.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 21.352 (2021)
2021 Texas Statutes|Business Organizations Code|Title 2 - Corporations|Chapter 21 - For-Profit Corporations|Subchapter H. Shareholders' Meetings; Notice to Shareholders; Voting and Quorum|Section 21.352. Special Meetings

Sec. 21.352.  SPECIAL MEETINGS.  (a)  A special meeting of the shareholders of a corporation may be called by:(1)  the president, the board of directors, or any other person authorized to call special meetings by the certificate of formation or bylaws of the corporation;  or(2)  the holders of the percentage of shares specified in the certificate of formation, not to exceed 50 percent of the shares entitled to vote or, if no percentage is specified, at least 10 percent of all of the shares of the corporation entitled to vote at the proposed special meeting.(b)  Unless stated in or set in accordance with the bylaws, the record date for determining which shareholders of the corporation are entitled to call a special meeting is the date the first shareholder signs the notice of that meeting.(c)  Other than procedural matters, the only business that may be conducted at a special meeting of the shareholders is business that is within the purposes described in the notice required by Section 21.353.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 21.3521 (2021)
2021 Texas Statutes|Business Organizations Code|Title 2 - Corporations|Chapter 21 - For-Profit Corporations|Subchapter H. Shareholders' Meetings; Notice to Shareholders; Voting and Quorum|Section 21.3521. Shareholder Meetings by Remote Communication

Sec. 21.3521.  SHAREHOLDER MEETINGS BY REMOTE COMMUNICATION.  Except for any limitation or other requirements in the governing documents of the corporation, if a meeting of a corporation's shareholders under Section 21.351 or 21.352 is held by means of a telephone conference or other communication system authorized by Section 6.002, the meeting is considered to have satisfied the requirement of Section 6.002(a) that shareholders participating in the meeting be able to communicate with all other persons participating in the meeting if the corporation implements reasonable measures to provide each shareholder entitled to vote at the meeting, or the shareholder's proxyholder, a reasonable opportunity to:(1)  vote on matters submitted to the shareholders; and(2)  read or hear the proceedings of the meeting substantially concurrently with those proceedings.|Added by Acts 2021, 87th Leg., R.S., Ch. 39 (S.B. 1203), Sec. 22, eff. September 1, 2021.|
TX Bus Orgs § 21.353 (2021)
2021 Texas Statutes|Business Organizations Code|Title 2 - Corporations|Chapter 21 - For-Profit Corporations|Subchapter H. Shareholders' Meetings; Notice to Shareholders; Voting and Quorum|Section 21.353. Notice of Meeting

Sec. 21.353.  NOTICE OF MEETING.  (a)  Except as provided by Section 21.456 and subject to Section 21.3531, written notice of a meeting in accordance with Section 6.051 shall be given to each shareholder entitled to vote at the meeting not later than the 10th day and not earlier than the 60th day before the date of the meeting.  Notice shall be given at the direction of the president, secretary, or other person calling the meeting.(b)  The notice of a special meeting must contain a statement regarding the purpose or purposes of the meeting.(c)  If a meeting is held by means of remote communication, the notice of the meeting must include information on how to access the list of shareholders entitled to vote at the meeting required by Section 21.372.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.Amended by: Acts 2005, 79th Leg., Ch. 64 (H.B. 1319), Sec. 51, eff. January 1, 2006.|
TX Bus Orgs § 21.3531 (2021)
2021 Texas Statutes|Business Organizations Code|Title 2 - Corporations|Chapter 21 - For-Profit Corporations|Subchapter H. Shareholders' Meetings; Notice to Shareholders; Voting and Quorum|Section 21.3531. Notice by Electronic Transmission

Sec. 21.3531.  NOTICE BY ELECTRONIC TRANSMISSION.  (a)  On consent of a shareholder, notice from a corporation under this code, the certificate of formation, or the bylaws may be provided to the shareholder by electronic transmission.  The shareholder may specify the form of electronic transmission to be used to communicate notice.(b)  Notice is considered provided under this section when the notice is:(1)  transmitted to a facsimile number provided by the shareholder for the purpose of receiving notice;(2)  transmitted to an electronic mail address provided by the shareholder for the purpose of receiving notice;(3)  posted on an electronic network and a message is sent to the shareholder at the address provided by the shareholder for the purpose of alerting the shareholder of a posting; or(4)  communicated to the shareholder by any other form of electronic transmission consented to by the shareholder.(c)  A shareholder may revoke the shareholder's consent to receive notice by electronic transmission by providing written notice to the corporation.  The shareholder's consent is considered revoked for purposes of Subsection (a) if the corporation is unable to deliver by electronic transmission two consecutive notices, and the secretary, assistant secretary, or transfer agent of the corporation, or another person responsible for delivering notice on behalf of the corporation, knows that delivery of those two electronic transmissions was unsuccessful.  Inadvertent failure to treat the unsuccessful transmissions as a revocation of the shareholder's consent does not affect the validity of a meeting or other action.(d)  An affidavit of the secretary, assistant secretary, transfer agent, or other agent of a corporation stating that notice has been provided to a shareholder of the corporation by electronic transmission is, in the absence of fraud, prima facie evidence that the notice was provided under this section.|Added by Acts 2005, 79th Leg., Ch. 64 (H.B. 1319), Sec. 52, eff. January 1, 2006.|
TX Bus Orgs § 21.354 (2021)
2021 Texas Statutes|Business Organizations Code|Title 2 - Corporations|Chapter 21 - For-Profit Corporations|Subchapter H. Shareholders' Meetings; Notice to Shareholders; Voting and Quorum|Section 21.354. Inspection of Voting List

Sec. 21.354.  INSPECTION OF VOTING LIST.  (a)  The list of shareholders entitled to vote at the meeting prepared under Section 21.372 shall be:(1)  subject to inspection by a shareholder during regular business hours;  and(2)  produced and kept open at the meeting.(a-1)  If a meeting of the shareholders is held by means of remote communication, the list must be open to inspection by a shareholder during the meeting on a reasonably accessible electronic network.(b)  The original share transfer records are prima facie evidence of which shareholders are entitled to inspect the list.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.Amended by: Acts 2005, 79th Leg., Ch. 64 (H.B. 1319), Sec. 53, eff. January 1, 2006.|
TX Bus Orgs § 21.355 (2021)
2021 Texas Statutes|Business Organizations Code|Title 2 - Corporations|Chapter 21 - For-Profit Corporations|Subchapter H. Shareholders' Meetings; Notice to Shareholders; Voting and Quorum|Section 21.355. Closing of Share Transfer Records

Sec. 21.355.  CLOSING OF SHARE TRANSFER RECORDS.  Share transfer records that are closed in accordance with Section 6.101 for the purpose of determining which shareholders are entitled to receive notice of a meeting of shareholders shall remain closed for at least 10 days immediately preceding the date of the meeting.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 21.356 (2021)
2021 Texas Statutes|Business Organizations Code|Title 2 - Corporations|Chapter 21 - For-Profit Corporations|Subchapter H. Shareholders' Meetings; Notice to Shareholders; Voting and Quorum|Section 21.356. Record Date for Written Consent to Action

Sec. 21.356.  RECORD DATE FOR WRITTEN CONSENT TO ACTION.  The record date provided in accordance with Section 6.102(a) may not be more than 10 days after the date on which the board of directors adopts the resolution setting the record date.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 21.357 (2021)
2021 Texas Statutes|Business Organizations Code|Title 2 - Corporations|Chapter 21 - For-Profit Corporations|Subchapter H. Shareholders' Meetings; Notice to Shareholders; Voting and Quorum|Section 21.357. Record Date for Purpose of Shareholders' Meeting

Sec. 21.357.  RECORD DATE FOR PURPOSE OF SHAREHOLDERS' MEETING.  The record date for the purpose of determining shareholders entitled to notice of or to vote at a shareholders' meeting or any adjournment of the meeting, as provided by the directors in accordance with Section 6.101, must be at least 10 days before the date of the shareholders' meeting.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.Amended by: Acts 2011, 82nd Leg., R.S., Ch. 139 (S.B. 748), Sec. 26, eff. September 1, 2011.|
TX Bus Orgs § 21.358 (2021)
2021 Texas Statutes|Business Organizations Code|Title 2 - Corporations|Chapter 21 - For-Profit Corporations|Subchapter H. Shareholders' Meetings; Notice to Shareholders; Voting and Quorum|Section 21.358. Quorum

Sec. 21.358.  QUORUM.  (a)  Subject to Subsection (b), the holders of the majority of the shares entitled to vote at a meeting of the shareholders of a corporation that are present or represented by proxy at the meeting are a quorum for the consideration of a matter to be presented at that meeting.(b)  The certificate of formation of a corporation may provide that a quorum is present only if:(1)  the holders of a specified portion of the shares that is greater than the majority of the shares entitled to vote are represented at the meeting in person or by proxy;  or(2)  the holders of a specified portion of the shares that is less than the majority but not less than one-third of the shares entitled to vote are represented at the meeting in person or by proxy.(c)  Unless provided by the certificate of formation or bylaws of the corporation, after a quorum is present at a meeting of shareholders, the shareholders may conduct business properly brought before the meeting until the meeting is adjourned.  The subsequent withdrawal from the meeting of a shareholder or the refusal of a shareholder present at or represented by proxy at the meeting to vote does not negate the presence of a quorum at the meeting.(d)  Unless provided by the certificate of formation or bylaws, the shareholders of the corporation at a meeting at which a quorum is not present may adjourn the meeting until the time and to the place as may be determined by a vote of the holders of the majority of the shares who are present or represented by proxy at the meeting.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 21.359 (2021)
2021 Texas Statutes|Business Organizations Code|Title 2 - Corporations|Chapter 21 - For-Profit Corporations|Subchapter H. Shareholders' Meetings; Notice to Shareholders; Voting and Quorum|Section 21.359. Voting in Election of Directors

Sec. 21.359.  VOTING IN ELECTION OF DIRECTORS.  (a)  Subject to Subsection (b), directors of a corporation shall be elected by a plurality of the votes cast by the holders of shares entitled to vote in the election of directors at a meeting of shareholders at which a quorum is present.(b)  The certificate of formation or bylaws of a corporation may provide that a director of a corporation shall be elected only if the director receives:(1)  the vote of the holders of a specified portion, but not less than the majority, of the shares entitled to vote in the election of directors;(2)  the vote of the holders of a specified portion, but not less than the majority, of the shares entitled to vote in the election of directors and represented in person or by proxy at a meeting of shareholders at which a quorum is present;  or(3)  the vote of the holders of a specified portion, but not less than the majority, of the votes cast by the holders of shares entitled to vote in the election of directors at a meeting of shareholders at which a quorum is present.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 21.360 (2021)
2021 Texas Statutes|Business Organizations Code|Title 2 - Corporations|Chapter 21 - For-Profit Corporations|Subchapter H. Shareholders' Meetings; Notice to Shareholders; Voting and Quorum|Section 21.360. No Cumulative Voting Right Unless Authorized

Sec. 21.360.  NO CUMULATIVE VOTING RIGHT UNLESS AUTHORIZED.  Except as provided by Section 21.361 or 21.362, a shareholder does not have the right to cumulate the shareholder's vote in the election of directors.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 21.361 (2021)
2021 Texas Statutes|Business Organizations Code|Title 2 - Corporations|Chapter 21 - For-Profit Corporations|Subchapter H. Shareholders' Meetings; Notice to Shareholders; Voting and Quorum|Section 21.361. Cumulative Voting in Election of Directors

Sec. 21.361.  CUMULATIVE VOTING IN ELECTION OF DIRECTORS.  (a)  At each election of directors of the corporation, each shareholder entitled to vote at the election is entitled to:(1)  vote the number of shares owned by the shareholder for as many candidates as there are directors to be elected and for whose election the shareholder is entitled to vote; or(2)  if expressly authorized by a corporation's certificate of formation in general or with respect to a specified class or series of shares or group of classes or series of shares and subject to Subsections (b) and (c), cumulate votes by:(A)  giving one candidate as many votes as the total of the number of the directors to be elected multiplied by the shareholder's shares; or(B)  distributing the votes among one or more candidates using the same principle.(b)  Cumulative voting permitted by the certificate of formation is permitted only in an election of directors in which a shareholder who intends to cumulate votes has given written notice of that intention to the secretary of the corporation on or before the day preceding the date of the election at which the shareholder intends to cumulate votes.(c)  All shareholders entitled to vote cumulatively may cumulate their votes if a shareholder gives the notice required by Subsection (b).|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. 35, eff. September 1, 2009.|
TX Bus Orgs § 21.362 (2021)
2021 Texas Statutes|Business Organizations Code|Title 2 - Corporations|Chapter 21 - For-Profit Corporations|Subchapter H. Shareholders' Meetings; Notice to Shareholders; Voting and Quorum|Section 21.362. Cumulative Voting Right in Certain Corporations

Sec. 21.362.  CUMULATIVE VOTING RIGHT IN CERTAIN CORPORATIONS.  Except as provided by the corporation's certificate of formation, a shareholder of a corporation incorporated before September 1, 2003, has the right to cumulatively vote the number of shares the shareholder owns in the election of directors to the extent permitted and in the manner provided by Section 21.361.  A corporation may limit or deny a shareholder's right to cumulatively vote shares at any time after September 1, 2003, by amending its certificate of formation.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.Amended by: Acts 2005, 79th Leg., Ch. 64 (H.B. 1319), Sec. 54, eff. January 1, 2006.|
TX Bus Orgs § 21.363 (2021)
2021 Texas Statutes|Business Organizations Code|Title 2 - Corporations|Chapter 21 - For-Profit Corporations|Subchapter H. Shareholders' Meetings; Notice to Shareholders; Voting and Quorum|Section 21.363. Voting on Matters Other Than Election of Directors

Sec. 21.363.  VOTING ON MATTERS OTHER THAN ELECTION OF DIRECTORS.  (a)  Subject to Subsection (b), with respect to a matter other than the election of directors or a matter for which the affirmative vote of the holders of a specified portion of the shares entitled to vote is required by this code, the affirmative vote of the holders of the majority of the shares entitled to vote on, and who voted for, against, or expressly abstained with respect to, the matter at a shareholders' meeting of a corporation at which a quorum is present is the act of the shareholders.(b)  With respect to a matter other than the election of directors or a matter for which the affirmative vote of the holders of a specified portion of the shares entitled to vote is required by this code, the certificate of formation or bylaws of a corporation may provide that the act of the shareholders of the corporation is:(1)  the affirmative vote of the holders of a specified portion, but not less than the majority, of the shares entitled to vote on that matter;(2)  the affirmative vote of the holders of a specified portion, but not less than the majority, of the shares entitled to vote on that matter and represented in person or by proxy at a shareholders' meeting at which a quorum is present;(3)  the affirmative vote of the holders of a specified portion, but not less than the majority, of the shares entitled to vote on, and who voted for or against, the matter at a shareholders' meeting at which a quorum is present;  or(4)  the affirmative vote of the holders of a specified portion, but not less than the majority, of the shares entitled to vote on, and who voted for, against, or expressly abstained with respect to, the matter at a shareholders' meeting at which a quorum is present.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 21.365 (2021)
2021 Texas Statutes|Business Organizations Code|Title 2 - Corporations|Chapter 21 - For-Profit Corporations|Subchapter H. Shareholders' Meetings; Notice to Shareholders; Voting and Quorum|Section 21.365. Changes in Vote Required for Certain Matters

Sec. 21.365.  CHANGES IN VOTE REQUIRED FOR CERTAIN MATTERS.  (a)  With respect to a matter for which the affirmative vote of the holders of a specified portion of the shares entitled to vote is required by this code, the certificate of formation of a corporation may provide that the affirmative vote of the holders of a specified portion, but not less than the majority, of the shares entitled to vote on that matter is required for shareholder action on that matter.(b)  With respect to a matter for which the affirmative vote of the holders of a specified portion of the shares of a class or series is required by this code, the certificate of formation may provide that the affirmative vote of the holders of a specified portion, but not less than the majority, of the shares of that class or series is required for action of the holders of shares of that class or series on that matter.(c)  If a provision of the certificate of formation provides that the affirmative vote of the holders of a specified portion that is greater than the majority of the shares entitled to vote on a matter is required for shareholder action on that matter, the provision may not be amended, directly or indirectly, without the same affirmative vote unless otherwise provided by the certificate of formation.(d)  If a provision of the certificate of formation provides that the affirmative vote of the holders of a specified portion that is greater than the majority of the shares of a class or series is required for shareholder action on a matter, the provision may not be amended, directly or indirectly, without the same affirmative vote unless otherwise provided by the certificate of formation.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 21.366 (2021)
2021 Texas Statutes|Business Organizations Code|Title 2 - Corporations|Chapter 21 - For-Profit Corporations|Subchapter H. Shareholders' Meetings; Notice to Shareholders; Voting and Quorum|Section 21.366. Number of Votes per Share

Sec. 21.366.  NUMBER OF VOTES PER SHARE.  (a)  Except as provided by the certificate of formation of a corporation or this code, each outstanding share, regardless of class, shall be entitled to one vote on each matter submitted to a vote at a shareholders' meeting.(b)  If the certificate of formation provides for more or less than one vote per share on a matter for all of the outstanding shares or for the shares of a class or series, each reference in this code or in the certificate of formation or bylaws, unless expressly stated otherwise, to a specified portion of the shares with respect to that matter refers to the portion of the votes entitled to be cast with respect to those shares under the certificate of formation.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 21.367 (2021)
2021 Texas Statutes|Business Organizations Code|Title 2 - Corporations|Chapter 21 - For-Profit Corporations|Subchapter H. Shareholders' Meetings; Notice to Shareholders; Voting and Quorum|Section 21.367. Voting in Person or by Proxy

Sec. 21.367.  VOTING IN PERSON OR BY PROXY.  (a)  A shareholder may vote in person or by proxy executed in writing by the shareholder.(b)  A telegram, telex, cablegram, or other form of electronic transmission, including telephonic transmission, by the shareholder, or a photographic, photostatic, facsimile, or similar reproduction of a writing executed by the shareholder, is considered an execution in writing for purposes of this section.  Any electronic transmission must contain or be accompanied by information from which it can be determined that the transmission was authorized by the shareholder.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 21.368 (2021)
2021 Texas Statutes|Business Organizations Code|Title 2 - Corporations|Chapter 21 - For-Profit Corporations|Subchapter H. Shareholders' Meetings; Notice to Shareholders; Voting and Quorum|Section 21.368. Term of Proxy

Sec. 21.368.  TERM OF PROXY.  A proxy is not valid after 11 months after the date the proxy is executed unless otherwise provided by the proxy.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|
TX Bus Orgs § 21.369 (2021)
2021 Texas Statutes|Business Organizations Code|Title 2 - Corporations|Chapter 21 - For-Profit Corporations|Subchapter H. Shareholders' Meetings; Notice to Shareholders; Voting and Quorum|Section 21.369. Revocability of Proxy

Sec. 21.369.  REVOCABILITY OF PROXY.  (a)  In this section, a "proxy coupled with an interest" includes the appointment as proxy of:(1)  a pledgee;(2)  a person who purchased or agreed to purchase the shares subject to the proxy;(3)  a person who owns or holds an option to purchase the shares subject to the proxy;(4)  a creditor of the corporation who extended the corporation credit under terms requiring the appointment;(5)  an employee of the corporation whose employment contract requires the appointment;  or(6)  a party to a voting agreement created under Section 6.252 or a shareholders' agreement created under Section 21.101.(b)  A proxy is revocable unless:(1)  the proxy form conspicuously states that the proxy is irrevocable;  and(2)  the proxy is coupled with an interest.|Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.|