Texas § 22.154 FAILURE TO CALL ANNUAL MEETING.

Texas Statutes

§ 22.154 — FAILURE TO CALL ANNUAL MEETING.

Texas § 22.154

Code BOBusiness Organizations Code

This text of Texas § 22.154 (FAILURE TO CALL ANNUAL MEETING.) 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. § 22.154 (2026).

Text

Sec. 22.154. FAILURE TO CALL ANNUAL MEETING.

(a)If the board of directors of a corporation fails to call the annual meeting of members when required, a member of the corporation may demand that the meeting be held within a reasonable time. The demand must be made in writing and sent to an officer of the corporation by certified or registered mail, return receipt requested, or by other means specified in the corporation's governing documents.

(b)If a required annual meeting is not called before the 61st day after the date of demand, a member of the corporation may compel the holding of the meeting by legal action directed against the board of directors, and each of the extraordinary writs of common law and of courts of equity are available to the member to compel the holding of the meetin

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Sec. 22.154. FAILURE TO CALL ANNUAL MEETING. (a) If the board of directors of a corporation fails to call the annual meeting of members when required, a member of the corporation may demand that the meeting be held within a reasonable time. The demand must be made in writing and sent to an officer of the corporation by certified or registered mail, return receipt requested, or by other means specified in the corporation's governing documents.
(b) If a required annual meeting is not called before the 61st day after the date of demand, a member of the corporation may compel the holding of the meeting by legal action directed against the board of directors, and each of the extraordinary writs of common law and of courts of equity are available to the member to compel the holding of the meeting. Each member has a justiciable interest sufficient to enable the member to institute and prosecute the legal proceedings.
(c) Failure to hold a required annual meeting at the designated time does not result in the winding up and termination of the corporation.

Legislative History

Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006. Amended by: Acts 2007, 80th Leg., R.S., Ch. 688 (H.B. 1737 ), Sec. 87, eff. September 1, 2007. Acts 2017, 85th Leg., R.S., Ch. 75 (S.B. 1518 ), Sec. 28, eff. September 1, 2017.