Texas Business Organizations Code - Section 10.352. Definitions
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§ 10.352. DEFINITIONS. In this subchapter:
(1) "Dissenting owner" means an owner of an ownership
interest in a domestic entity subject to dissenters' rights who:
(A) provides notice under Section 10.356; and
(B) complies with the requirements for
perfecting that owner's right to dissent under this subchapter.
(2) "Responsible organization" means:
(A) the organization responsible for:
(i) the provision of notices under this
subchapter; and
(ii) the primary obligation of paying the
fair value for an ownership interest held by a dissenting owner;
(B) with respect to a merger or conversion:
(i) for matters occurring before the merger
or conversion, the organization that is merging or converting; and
(ii) for matters occurring after the merger
or conversion, the surviving or new organization that is primarily
obligated for the payment of the fair value of the dissenting
owner's ownership interest in the merger or conversion;
(C) with respect to an interest exchange, the
organization the ownership interests of which are being acquired in
the interest exchange; and
(D) with respect to the sale of all or
substantially all of the assets of an organization, the
organization the assets of which are to be transferred by sale or in
another manner.
Acts 2003, 78th Leg., ch. 182, § 1, eff. Jan. 1, 2006.
Section: 10.301 10.302 10.303 10.304 10.305 10.306 10.351 10.352 10.353 10.354 10.355 10.356 10.357 10.358 10.359
Last modified: August 11, 2007
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