Texas § 22.227 DISSENT TO OR ABSTENTION FROM ACTION.

Texas Statutes

§ 22.227 — DISSENT TO OR ABSTENTION FROM ACTION.

Texas § 22.227

Code BOBusiness Organizations Code

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Bluebook

Tex. Business Organizations Code Code Ann. § 22.227 (2026).

Text

Sec. 22.227. DISSENT TO OR ABSTENTION FROM ACTION.

(a)A director of a corporation who is present at a meeting of the board of directors at which action is taken on a corporate matter described by Section 22.226 (a) is presumed to have assented to the action unless:

(1)the director's dissent or abstention has been entered in the minutes of the meeting;

(2)the director has filed a written dissent or abstention with respect to the action with the person acting as the secretary of the meeting before the meeting is adjourned; or

(3)the director has sent to the secretary of the corporation, within a reasonable time after the meeting has been adjourned, a written dissent or abstention by:

(A)certified or registered mail, return receipt requested; or

(B)other means specified in the corporati

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Sec. 22.227. DISSENT TO OR ABSTENTION FROM ACTION. (a) A director of a corporation who is present at a meeting of the board of directors at which action is taken on a corporate matter described by Section 22.226 (a) is presumed to have assented to the action unless:
(1) the director's dissent or abstention has been entered in the minutes of the meeting;
(2) the director has filed a written dissent or abstention with respect to the action with the person acting as the secretary of the meeting before the meeting is adjourned; or
(3) the director has sent to the secretary of the corporation, within a reasonable time after the meeting has been adjourned, a written dissent or abstention by:
(A) certified or registered mail, return receipt requested; or
(B) other means specified in the corporation's governing documents.
(b) The right to dissent or abstain under this section does not apply to a director who voted in favor of the action.

Legislative History

Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006. Amended by: Acts 2017, 85th Leg., R.S., Ch. 75 (S.B. 1518 ), Sec. 30, eff. September 1, 2017.