Texas § 21.311 LIMITATIONS ON SHARE DIVIDENDS.

Texas Statutes

§ 21.311 — LIMITATIONS ON SHARE DIVIDENDS.

Texas § 21.311

Code BOBusiness Organizations Code

This text of Texas § 21.311 (LIMITATIONS ON SHARE DIVIDENDS.) is published on Counsel Stack Legal Research, covering Texas primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook

Tex. Business Organizations Code Code Ann. § 21.311 (2026).

Text

Sec. 21.311. LIMITATIONS ON SHARE DIVIDENDS. A corporation may not pay a share dividend in authorized but unissued shares of any class if:

(1)the surplus of the corporation is less than the amount required by Section 21.313 to be transferred to stated capital at the time the share dividend is made; or

(2)the share dividend will be made to a holder of shares of any other class or series, unless:

(A)the corporation's certificate of formation provides for the dividend; or

(B)the share dividend is authorized by the holders of at least a majority of the outstanding shares of the class or series in which the share dividend is to be made.

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Sec. 21.311. LIMITATIONS ON SHARE DIVIDENDS. A corporation may not pay a share dividend in authorized but unissued shares of any class if:
(1) the surplus of the corporation is less than the amount required by Section 21.313 to be transferred to stated capital at the time the share dividend is made; or
(2) the share dividend will be made to a holder of shares of any other class or series, unless:
(A) the corporation's certificate of formation provides for the dividend; or
(B) the share dividend is authorized by the holders of at least a majority of the outstanding shares of the class or series in which the share dividend is to be made.