The Texas Business Organizations Code requires that for-profit corporations and professional corporations have at least one director, one president, and one secretary.
Section 168 provides that a company can remove a Director by passing an ordinary resolution at a meeting. Special notice is however required. On receipt of notice of an intended resolution to remove a Director, the company must send a copy of the notice to the Director concerned.
Removal of Director The most common methods of removal include voluntary resignation or rotation. An extraordinary resolution, requiring a vote of at least three-fourths (75%) of eligible members, is necessary for the removal of a director.
Shareholder Vote - In many jurisdictions, directors can be removed by a majority vote of the shareholders. If the company's bylaws allow, shareholders can call a meeting and vote to remove the director, even if they do not consent.
A director may be removed by: An ordinary resolution adopted at a shareholders' meeting by the persons entitled to exercise voting rights in the election of that director.
Ownership depends on state agencies or could be local, related records depending on business entity type or filing requirements. First, start by searching the Texas Secretary of State website because SOSDirect allows you to search for business entities registered in Texas.
A director can be removed without their consent under certain conditions, usually, governed by a company's bylaws, shareholders' agreements, and local jurisdiction. Here are common methods for director removal: Shareholder Vote - In many jurisdictions, directors can be removed by a majority vote of the shareholders.
In Texas, the two primary ways to change LLC ownership are by issuing membership interest units or transferring existing units. The issuance of membership interest units is done through the LLC itself. As mentioned above, the company agreement will usually designate the initial number of units.
A written or electronic consent to serve as registered agent must contain: (1) the name of the represented entity; (2) an express statement of consent to serve as the entity's registered agent; (3) the name of the registered agent; (4) the signature of the registered agent; and (5) the date of execution.
Who can be a registered agent? Generally, an individual Texas resident or an organization that is registered or authorized to do business in Texas with a business office at the same address as the entity's registered office may consent to serve as the registered agent.