Texas Laws - Business Organizations Code (pg. 182)
Sec. 23.104. Subordinate Lodges.

pg. 182

Texas Laws | Business Organizations Code
BUSINESS ORGANIZATIONS CODE
TITLE 2. CORPORATIONS

Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006. ⁽⁶⁶³⁹⁾

Sec. 23.104. SUBORDINATE LODGES. ⁽⁶⁶⁴⁰⁾(Text)

(a) The incorporation of a grand body includes each of its subordinate lodges or bodies holding a warrant or charter under the grand body. ⁽⁶⁶⁴¹⁾

(b) A subordinate body has all of the rights of other corporations under and by the name given to the grand body in the warrant or charter issued to the grand body to which it is attached. Those rights shall be provided for in the charter of the grand body. ⁽⁶⁶⁴²⁾

(c) A subordinate body is subject to the jurisdiction and control of its respective grand body, and the warrant or charter of the subordinate body may be revoked by the grand body. ⁽⁶⁶⁴³⁾

Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006. ⁽⁶⁶⁴⁴⁾

Sec. 23.105. TRUSTEES AND DIRECTORS. ⁽⁶⁶⁴⁵⁾(Text)

A grand body and a subordinate of the grand body may elect trustees and directors or may appoint trustees or directors from among their officers. ⁽⁶⁶⁴⁶⁾

Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006. ⁽⁶⁶⁴⁷⁾

Sec. 23.106. FRANCHISE TAXES. ⁽⁶⁶⁴⁸⁾(Text)

A corporation formed under this subchapter is not subject to or required to pay a franchise tax, except that a corporation is exempt from the franchise tax imposed by Chapter 171, Tax Code, only if the corporation is exempted by that chapter. ⁽⁶⁶⁴⁹⁾

Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006. ⁽⁶⁶⁵⁰⁾

Sec. 23.107. GENERAL POWERS. ⁽⁶⁶⁵¹⁾(Text)

A grand body and a subordinate of the grand body may take action as directed or provided by law in the case of other corporations and may make constitutions and bylaws to govern their affairs. ⁽⁶⁶⁵²⁾

Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006. ⁽⁶⁶⁵³⁾

Sec. 23.108. AUTHORITY REGARDING PROPERTY. ⁽⁶⁶⁵⁴⁾(Text)

(a) A grand body or subordinate body may acquire and hold property as necessary or convenient for a site on which to erect a building for the use and occupancy of the body and to erect homes and schools for members' widows or orphans or elderly, disabled, or indigent members and may sell or mortgage the property. ⁽⁶⁶⁵⁵⁾

(b) A conveyance must be executed by the presiding officer and attested to by the secretary with the seal. ⁽⁶⁶⁵⁶⁾

(c) The authority of a subordinate body to sell or to mortgage property is subject to the conditions periodically prescribed or established by the grand body to which the subordinate is attached. ⁽⁶⁶⁵⁷⁾

Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006. ⁽⁶⁶⁵⁸⁾

Sec. 23.109. AUTHORITY REGARDING LOANS. ⁽⁶⁶⁵⁹⁾(Text)

(a) A grand body incorporated under this subchapter may: ⁽⁶⁶⁶⁰⁾

(1) loan money held and owned by the grand body for charitable purposes, for the endowment of any of the institutions of the grand body, or otherwise; and ⁽⁶⁶⁶¹⁾

(2) secure loans by taking and receiving liens on real property or by another method elected by the grand body. ⁽⁶⁶⁶²⁾

(b) On sale of real property secured by a lien, a grand body may become the purchaser of the real property and hold title to the property. ⁽⁶⁶⁶³⁾

Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006. ⁽⁶⁶⁶⁴⁾

Sec. 23.110. WINDING UP AND TERMINATION OF SUBORDINATE BODY. ⁽⁶⁶⁶⁵⁾(Text)

(a) On the winding up and termination of a subordinate body attached to a grand body, all property and rights existing in the subordinate body pass to and vest in the grand body to which it was attached, subject to the payment of any debt owed by the subordinate body. ⁽⁶⁶⁶⁶⁾

(b) Notwithstanding a grand body's liability for the debt of a subordinate body under Subsection (a), the grand body is not liable for an amount greater than the actual cash value of the subordinate body's effects or authority. ⁽⁶⁶⁶⁷⁾

Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006. ⁽⁶⁶⁶⁸⁾

TITLE 3. LIMITED LIABILITY COMPANIES ⁽⁶⁶⁶⁹⁾(Text)

CHAPTER 101. LIMITED LIABILITY COMPANIES ⁽⁶⁶⁷⁰⁾(Text)

Sec. 101.001. DEFINITIONS. ⁽⁶⁶⁷¹⁾(Text)

In this title: ⁽⁶⁶⁷²⁾

(1) "Company agreement" means any agreement, written or oral, of the members concerning the affairs or the conduct of the business of a limited liability company. A company agreement of a limited liability company having only one member is not unenforceable because only one person is a party to the company agreement. ⁽⁶⁶⁷³⁾

(2) "Foreign limited liability company" or "foreign company" means a limited liability company formed under the laws of a jurisdiction other than this state. ⁽⁶⁶⁷⁴⁾

(3) "Limited liability company" or "company" means a domestic limited liability company subject to this title. ⁽⁶⁶⁷⁵⁾

Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006. ⁽⁶⁶⁷⁶⁾

Sec. 101.002. APPLICABILITY OF OTHER LAWS. ⁽⁶⁶⁷⁷⁾(Text)

(a) Subject to Section 101.114, Sections 21.223, 21.224, 21.225, and 21.226 apply to a limited liability company and the company's members, owners, assignees, affiliates, and subscribers. ⁽⁶⁶⁷⁸⁾

(b) For purposes of the application of Subsection (a): ⁽⁶⁶⁷⁹⁾

(1) a reference to "shares" includes "membership interests"; ⁽⁶⁶⁸⁰⁾

(2) a reference to "holder," "owner," or "shareholder" includes a "member" and an "assignee"; ⁽⁶⁶⁸¹⁾

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