Texas Business Organizations Code - Section 200.156. Bylaw Or Agreement Restricting Transfer Of Shares Or Other Securities
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§ 200.156. BYLAW OR AGREEMENT RESTRICTING TRANSFER OF
SHARES OR OTHER SECURITIES. (a) A real estate investment trust
that has adopted a bylaw or is a party to an agreement that
restricts the transfer of the shares or other securities of the real
estate investment trust may file with the county clerk of the county
of the principal place of business of the real estate investment
trust a copy of the bylaw or agreement and a statement attached to
the copy that:
(1) contains the name of the real estate investment
trust;
(2) states that the attached copy of the bylaw or
agreement is a true and correct copy of the bylaw or agreement; and
(3) states that the filing has been authorized by the
trust managers or shareholders, as appropriate.
(b) After the statement is filed with the county clerk, the
bylaws or agreement restricting the transfer of shares or other
securities is a public record, and the fact that the statement has
been filed must be stated on a certificate representing the
restricted shares or securities if required by Section 3.202.
(c) A real estate investment trust that is a party to an
agreement restricting the transfer of the shares or other
securities of the real estate investment trust may make the
agreement part of the real estate investment trust's certificate of
formation without restating the provisions of the agreement in the
certificate of formation by complying with this code or amending
the certificate of formation. If the agreement alters the original
or amended certificate of formation, the altered provision must be
identified by reference or description in the certificate of
amendment. If the agreement is an addition to the original or
amended certificate of formation, the certificate of amendment must
state that fact.
(d) The certificate of amendment must:
(1) include a copy of the agreement restricting the
transfer of shares or other securities;
(2) state that the attached copy of the agreement is a
true and correct copy of the agreement; and
(3) state that inclusion of the certificate of
amendment as part of the certificate of formation has been
authorized in the manner required by this code to amend the
certificate of formation.
Acts 2003, 78th Leg., ch. 182, § 1, eff. Jan. 1, 2006.
Section: 200.112 200.113 200.151 200.152 200.153 200.154 200.155 200.156 200.157 200.158 200.159 200.160 200.161 200.162 200.163
Last modified: August 10, 2007
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