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Texas · Through 89th 2nd Called Legislative Session, 2025

Tex. Business Organizations Code § 21.723: PARTY NOT BOUND BY SHAREHOLDERS' AGREEMENT ON CESSATION; LIABILITY.

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Where this section sits in the code
  1. BUSINESS ORGANIZATIONS CODE
  2. TITLE 2. CORPORATIONS
  3. CHAPTER 21. FOR-PROFIT CORPORATIONS
  4. SUBCHAPTER O. CLOSE CORPORATION

(a) Notwithstanding the person's signature, a person ceases to be a party to, and bound by, a shareholders' agreement when the person ceases to be a shareholder of the close corporation unless:

(1) the person's attempted cessation was in violation of Section 21.721 or the shareholders' agreement; or

(2) the shareholders' agreement provides to the contrary.

(b) Cessation as a party to a shareholders' agreement or as a shareholder does not relieve a person of liability the person may have incurred for breach of the shareholders' agreement.

Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.

Collected 2026-08-27T01:46:58Z. Source file · JSON

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