Texas Business Organizations Code
Sec. § 101.608
Governing Authority


(a)

Notwithstanding any conflicting provision of the certificate of formation of a limited liability company, the governing authority of a series consists of the managers or members associated with the series as provided in the company agreement.

(b)

If the company agreement does not provide for the governing authority of the series, the governing authority of the series consists of:

(1)

the managers associated with the series, if the companys certificate of formation states that the company will have one or more managers; or

(2)

the members associated with the series, if the companys certificate of formation states that the company will not have managers.
Added by Acts 2009, 81st Leg., R.S., Ch. 84 (S.B. 1442), Sec. 45, eff. September 1, 2009.
Sec. 101.609. APPLICABILITY OF OTHER PROVISIONS OF CHAPTER OR TITLE 1; SYNONYMOUS TERMS. (a) To the extent not inconsistent with this subchapter, this chapter applies to a series and its associated members and managers.

(b)

For purposes of the application of any other provision of this chapter to a provision of this subchapter, and as the context requires:

(1)

a reference to "limited liability company" or "company" means the "series";

(2)

a reference to "member" means "member associated with the series"; and

(3)

a reference to "manager" means "manager associated with the series."

(c)

To the extent not inconsistent with this subchapter, a series and the governing persons and officers associated with the series have the powers and rights provided by Subchapters C and D, Chapter 3, and Subchapter F, Chapter 10. For purposes of those provisions, and as the context requires:

(1)

a reference to "entity," "domestic entity," or "filing entity" includes the "series";

(2)

a reference to "governing person" includes "governing person associated with the series";

(3)

a reference to "governing authority" includes "governing authority associated with the series"; and

(4)

a reference to "officer" includes "officer associated with the series."
Added by Acts 2009, 81st Leg., R.S., Ch. 84 (S.B. 1442), Sec. 45, eff. September 1, 2009.
Amended by:
Acts 2013, 83rd Leg., R.S., Ch. 9 (S.B. 847), Sec. 7, eff. September 1, 2013.
Acts 2013, 83rd Leg., R.S., Ch. 9 (S.B. 847), Sec. 8, eff. September 1, 2013.
Source
Last accessed
Nov. 13, 2019