{"data":{"id":"us-tx/tex.-business-organizations-code-22.202","jurisdiction":"us-tx","citation":"Tex. Business Organizations Code § 22.202","heading":"MANAGEMENT BY MEMBERS.","body":"(a) The certificate of formation of a corporation may vest the management of the affairs of the corporation in the members of the corporation. If the corporation has a board of directors, the corporation may limit the authority of the board to the extent provided by the certificate of formation or bylaws.\n(b) A corporation is considered to have vested the management of the corporation's affairs in the board of directors of the corporation in the absence of a provision to the contrary in the certificate of formation, unless the corporation is a church organized and operating under a congregational system that:\n(1) was incorporated before January 1, 1994; and\n(2) has the management of its affairs vested in the corporation's members.\nActs 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.","path":["BUSINESS ORGANIZATIONS CODE","TITLE 2. CORPORATIONS","CHAPTER 22. NONPROFIT CORPORATIONS","SUBCHAPTER E. MANAGEMENT"],"source_url":"https://statutes.capitol.texas.gov/Docs/BO/htm/BO.22.htm#22.202","current_through":"89th 2nd Called Legislative Session, 2025","vintage":"","retrieved_at":"2026-08-27T01:46:58Z","sha256":"03ab9765caf17a8c51ac32d8727d4172ed2b01f2258e0e270a4c6cdb5b763c02","source_id":"us-tx","stale":false,"prev":"us-tx/tex.-business-organizations-code-22.201","next":"us-tx/tex.-business-organizations-code-22.203"},"notice":"GroundRules: Original legal text. Not legal advice."}