Texas Business Organizations Code - Section 11.357. Governing Persons Of Entity During Limited Survival
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§ 11.357. GOVERNING PERSONS OF ENTITY DURING LIMITED
SURVIVAL. (a) Subject to the provisions of the title governing the
terminated filing entity, during the three-year period that a
terminated filing entity's existence is continued under Section
11.356, the governing persons of the terminated filing entity
serving at the time of termination shall continue to manage the
affairs of the terminated filing entity for the limited purposes
specified by Section 11.356 and have the powers necessary to
accomplish those purposes. The number of governing persons:
(1) may be reduced because of the death of a governing
person; and
(2) may include successors to governing persons chosen
by the other governing persons.
(b) In exercising powers prescribed under Subsection (a), a
governing person:
(1) has the same duties to the terminated filing
entity that the person had immediately before the termination; and
(2) is liable to the terminated filing entity for the
person's actions taken after the entity's termination to the same
extent that the person would have been liable had the person taken
those actions before the termination.
Acts 2003, 78th Leg., ch. 182, § 1, eff. Jan. 1, 2006.
Section: 11.315 11.351 11.352 11.353 11.354 11.355 11.356 11.357 11.358 11.359 11.401 11.402 11.403 11.404 11.405
Last modified: August 11, 2007
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