Tex. Bus. Orgs. Code § 21.206 · Subchapter E. SHAREHOLDER RIGHTS AND RESTRICTIONS
LIMITATION ON ACTION TO ENFORCE PREEMPTIVE RIGHT.
Text — Current through the 89th 2nd Called Legislative Session, 2025
(a) An action brought against a corporation, the board of directors or an officer, shareholder, or agent of the corporation, or an owner of a beneficial interest in shares of the corporation for the violation of a preemptive right of a shareholder under Sections 21.203 and 21.204 must be brought not later than the earlier of:
(1) the first anniversary of the date written notice is given to each shareholder whose preemptive right was violated; or
(2) the fourth anniversary of the latest of:
(A) the date the corporation issued the shares, securities, or rights;
(B) the date the corporation sold the shares, securities, or rights; or
(C) the date the corporation otherwise distributed the shares, securities, or rights.
(b) The notice required by Subsection (a)(1) must:
(1) be sent to the holder at the address for the holder as shown on the appropriate records of the corporation; and
(2) inform the holder that the issuance, sale, or other distribution of shares, securities, or rights violated the holder's preemptive right.
Notes and commentary — not statutory text
History
Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.
Amended by:
Acts 2011, 82nd Leg., R.S., Ch. 139 (S.B. 748), Sec. 24, eff. September 1, 2011.
Source of truth
- Edition
- Current through the 89th 2nd Called Legislative Session, 2025
- Official file
- https://statutes.capitol.texas.gov/Docs/BO/htm/BO.21.htm
- Text hash
- sha256 4d222acaa9a3e623f11d9b1c3c7c05bca541ea2434f1e97ba66e99f6313ec360
- 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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