Delaware Articles 5.11, 5.12 and 5.13 of Texas Business Corporation Act
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How to fill out Articles 5.11, 5.12 And 5.13 Of Texas Business Corporation Act?
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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?.
4. The right to make changes in governing documentation: Shareholders can vote for any changes to the governing documents, such as the charter or the bylaws amendments.
DeCarerra explains, ?For new businesses and particularly small businesses, I generally recommend they organize an LLC in their home state. Even if you organize in Delaware, you'll still need to pay fees in your home state to register as a foreign business authorized to do business in the state.?
Bylaws cover a range of topics, including finances, voting, appointing officers and directors, and much more. While you won't need to file your corporate bylaws with the Secretary of State?unlike the Texas Certificate of Formation?every Texas corporation is required to have bylaws.
Choose a name for your business. ... Designate a Registered Agent in Texas. ... File Articles of Incorporation in Texas. ... Create your Corporate Bylaws. ... Appoint your Corporate Directors. ... Hold the First Meeting of the Board of Directors. ... Authorize the issuance of shares of stock. ... Obtain your Texas business licenses and permits.