GroundRules
Tex. Business Organizations Code § 22.103: INCONSISTENCY BETWEEN CERTIFICATE OF FORMATION AND BYLAW.
Where this section sits in the code
- BUSINESS ORGANIZATIONS CODE
- TITLE 2. CORPORATIONS
- CHAPTER 22. NONPROFIT CORPORATIONS
- SUBCHAPTER C. FORMATION AND GOVERNING DOCUMENTS
(a) A provision of a certificate of formation of a corporation that is inconsistent with a bylaw controls over the bylaw, except as provided by Subsection (b).
(b) A change in the number of directors by amendment to the bylaws controls over the number stated in the certificate of formation, unless the certificate of formation provides that a change in the number of directors may be made only by amendment to the certificate.
Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.
Collected 2026-08-27T01:46:58Z. Source file · JSON