Sec. 21.906. NOTICE REQUIREMENTS FOR RESOLUTION SUBMITTED FOR SHAREHOLDER APPROVAL. (a) If Section 21.905 requires that the resolution be submitted to the shareholders for approval, notice of the time, place, if any, and purpose of the meeting shall be given at least 20 days before the date of the meeting to each holder of valid shares and putative shares, whether voting or nonvoting, at the address of the holder as it appears or most recently appeared, as appropriate, on the corporation's records.
(b) Notice under this section shall be given to each holder of record of valid shares and putative shares, regardless of whether the shares are voting or nonvoting, as of the time of the defective corporate act, except that notice is not required to be given to a holder whose identity or address cannot be ascertained from the corporation's records.
(c) The notice must contain:
(1) a copy of the resolution; and
(2) a statement that the following must be brought not later than the 120th day of the validation effective time:
(A) any claim that the defective corporate act or putative shares ratified under this subchapter are void or voidable due to the identified failure of authorization; or
(B) any claim that the district court, in its discretion, should declare that a ratification made in accordance with this subchapter not take effect or that it take effect only on certain conditions.
Added by Acts 2015, 84th Leg., R.S., Ch. 32 (S.B. 860), Sec. 30, eff. September 1, 2015.
Section: Previous 21.801 21.802 21.901 21.902 21.903 21.904 21.905 21.906 21.907 21.908 21.909 21.910 21.911 21.912 21.913 NextLast modified: September 28, 2016