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 company's certificate of formation states that the company will have one or more managers; or
(2) the members associated with the series, if the company's 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.
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