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TX HB15

Bill

Status

Introduced

2/27/2025

Primary Sponsor

Morgan Meyer

Click for details

Origin

House of Representatives

89th Legislature Regular Session

AI Summary

  • Expands the definition of "national securities exchange" to include Texas-based stock exchanges approved by the securities commissioner, in addition to federally registered exchanges

  • Allows governing documents of domestic entities to require exclusive forum and venue in Texas courts for internal claims, and permits waiver of jury trial rights for internal entity disputes

  • Establishes statutory presumptions that directors and officers of publicly traded corporations (or those that opt in) act in good faith, on an informed basis, and in the corporation's interest; liability requires proving fraud, intentional misconduct, ultra vires acts, or knowing law violations

  • Limits shareholder records inspection rights by excluding emails, text messages, and social media from corporate records, and allows corporations to deny inspection requests connected to pending litigation or derivative proceedings

  • Creates new standing requirements for derivative lawsuits, allowing publicly traded entities to require shareholders own up to 3% of outstanding shares to bring suit, and clarifies that improved disclosures alone do not constitute "substantial benefit" for attorney fee awards

Legislative Description

Relating to the formation, governance, and internal management of domestic entities.

Business & Commerce

Last Action

Laid on the table subject to call

5/1/2025

Committee Referrals

Judiciary & Civil Jurisprudence3/3/2025

Full Bill Text

No bill text available
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