Tex. Bus. Orgs. Code § 153.408 · Subchapter I. DERIVATIVE ACTIONS
DISMISSAL OF DERIVATIVE PROCEEDING.
Text — Current through the 89th 2nd Called Legislative Session, 2025
(a) A court, sitting in equity as the finder of fact, shall dismiss a derivative proceeding on a motion by the limited partnership if the person or group of persons described by Section 153.404 determines in good faith, after conducting a reasonable inquiry and based on factors the person or group considers appropriate under the circumstances, that continuation of the derivative proceeding is not in the best interests of the limited partnership.
(b) In determining whether the requirements of Subsection (a) have been met, the burden of proof shall be on:
(1) the plaintiff limited partner if:
(A) the applicable person or persons making the determination under Section 153.404(a)(1) or (2) are independent and disinterested at the time the determination is made;
(B) the determination is made by a panel of one or more independent and disinterested individuals appointed under Section 153.404(a)(3); or
(C) the limited partnership presents prima facie evidence that demonstrates that the applicable person or persons making the determination under Section 153.404(a) are independent and disinterested; or
(2) the limited partnership in any other circumstance.
Notes and commentary — not statutory text
History
Added by Acts 2019, 86th Leg., R.S., Ch. 899 (H.B. 3603), Sec. 30, eff. September 1, 2019.
Source of truth
- Edition
- Current through the 89th 2nd Called Legislative Session, 2025
- Official file
- https://statutes.capitol.texas.gov/Docs/BO/htm/BO.153.htm
- Text hash
- sha256 0bbaf4265ede3f244018196c9a6d138c9b7bc4446c48c6a12d75fb86ed6a81c5
- Composed by
- compose_tx.py 2026-10-05: the Legislative Council's chapter files read in document order; verify_tx.py's independent reading (lxml DOM walk) agrees character for character
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Business Organizations Code
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