Bylaws Of A Corporation Without In Texas
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They are necessary. Your nonprofit does not need to file bylaws with the Texas Secretary of State, but they are required to obtain tax-exempt status with the IRS.
The Texas Business Organizations Code requires that for-profit corporations and professional corporations have at least one director, one president, and one secretary. A single person can be the president, secretary, sole director, and sole shareholder.
Corporate bylaws are a company's foundational governing document. They lay out how things should run day-to-day and the processes for making important decisions. They serve as a legal contract between the corporation and its shareholders, directors, and officers and set the protocol for how the organization operates.
The secretary of state does not maintain the bylaws or tax exempt filings of any nonprofit organization. Some organizations that have obtained tax-exempt status from the Internal Revenue Service are required to make certain documents available to the public.
Corporations are legally required to adopt bylaws in Texas – Section 21.057 of the Texas Business Organizations Code states that the board of directors of a corporation shall adopt initial bylaws. So, if your company gets caught in a legal battle without bylaws, you could face some serious legal consequences.
They are necessary. Your nonprofit does not need to file bylaws with the Texas Secretary of State, but they are required to obtain tax-exempt status with the IRS.
Corporate bylaws are legally required in Texas. Don't mess with Texas—skipping this step could have serious consequences.
Under Article 2.21 of the Texas Business Corporation Act (TBCA), for example, shareholders or affiliates cannot be held liable for a corporation's contractual obligations unless they caused the corporation to be used to perpetrate “an actual fraud… primarily for the purpose of personal benefit”.
