Skip to main content
Find a Lawyer

Texas Business Organizations Code - BUS ORG § 22.109. Restated Certificate of Formation

Current as of January 01, 2024 | Updated by Findlaw Staff

(a) A corporation may adopt a restated certificate of formation as provided by Subchapter B, Chapter 3,   1 by following the same procedure to amend its certificate of formation provided by Sections 22.104-22.107, except that:

(1) member approval is required only if the restated certificate of formation contains an amendment;  and

(2) the members may consent in writing, or the organizers of a corporation may adopt a resolution, to authorize a restated certificate of formation that contains an amendment to cancel an event requiring winding up in accordance with Section 22.302(1)(B) or 22.302(2), as applicable.

(b) A person shall file a restated certificate of formation as provided by Chapter 4, and the restated certificate of formation takes effect as provided by Subchapter B, Chapter 3.

1  V.T.C.A., Business Organizations Code § 3.051 et seq.
Previous Part of Code Next Part of Code
Back to Chapter List

Cite this article: FindLaw.com - Texas Business Organizations Code - BUS ORG § 22.109. Restated Certificate of Formation - last updated January 01, 2024 | https://codes.findlaw.com/tx/business-organizations-code/bus-org-sect-22-109/

FindLaw Codes may not reflect the most recent version of the law in your jurisdiction. Please verify the status of the code you are researching with the state legislature before relying on it for your legal needs.

Was this helpful?

Welcome to FindLaw's Cases & Codes

A free source of state and federal court opinions, state laws, and the United States Code. For more information about the legal concepts addressed by these cases and statutes, visit FindLaw’s Learn About the Law.

Go to Learn About the Law

Latest Blog Posts

For Legal Professionals

Learn About The Law

Get help with your legal needs

FindLaw’s Learn About the Law features thousands of informational articles to help you understand your options. And if you’re ready to hire an attorney, find one in your area who can help.

Go to Learn About the Law

Need to Find an Attorney?

Search our directory by legal issue

Enter information in one or both fields (Required)

Copied to clipboard