Business Organizations Code § 3.252

Sec. 3.252. PROVISIONS IN GOVERNING DOCUMENTS. (a) The governing persons and, if applicable, the owners or members of a domestic entity may adopt provisions in the domestic entity's governing documents regarding emergency actions, including provisions that apply only during an emergency period that authorize, limit, or prohibit: (1) procedures for calling a meeting of the governing persons; (2) the necessity of a quorum for action by vote at a meeting of the governing persons; (3) minimum requirements for participation at the meeting of the governing persons; and (4) the designation of additional or substitute governing persons. (b) Any provisions in a domestic entity's governing documents that apply only during an emergency period must be adopted in accordance with: (1) the requirements of the governing documents that apply outside of an emergency period; and (2) the applicable provisions of this code that apply outside of an emergency period. Added by Acts 2009, 81st Leg., R.S., Ch. 84 (S.B. 1442), Sec. 4, eff. September 1, 2009. Amended by: Acts 2021, 87th Leg., R.S., Ch. 39 (S.B. 1203), Sec. 8, eff. September 1, 2021.