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Can I be both President and Secretary with other shareholders?

Can I be both President and Secretary with other shareholders?

Q: Do bylaws need to be filed with the Secretary of State in Texas?

In Texas, corporate bylaws do not need to be filed with the Secretary of State. However, they must be kept at the corporation's principal office and made available for inspection by shareholders. Bylaws govern the internal operations of the corporation, including the roles of officers and procedures for meetings.

Q: What is under Article IV of the Constitution?

Article IV of the Texas Constitution covers the executive branch of the state government. It details the roles and responsibilities of the Governor, Lieutenant Governor, and other key officials. This article outlines how these officials are elected, their powers, and the structure of the executive department.

Q: What is Article 4 of the Constitution in simple terms?

Article 4 of the Texas Constitution defines the executive branch of the state government. It explains the roles of the Governor and other elected officials, their powers, and how they are elected. Essentially, it sets the framework for how the state's executive functions.

Q: Which article of the Constitution refers to the executive department?

In the Texas Constitution, Article IV refers to the executive department. It outlines the structure, powers, and responsibilities of the state's executive branch, including the Governor and other key officials. This article is crucial for understanding how the executive branch operates in Texas.

Full question:

I'm completing the bylaws form for TX. It says 'In Article IV, Section 1, you must name the officers, such as President, Vice-President, Secretary and/or Treasurer. The same individual may hold two or more offices, except that the same person cannot be both the President and the Secretary unless there is only one stockholder. Field [8]-Name officers of the corporation. You should have a President and a Secretary. The same individual may hold two or more offices.'Can I be the President and Secretary although there are other shareholders? If not, what can I do ?

Category: Corporations
Date: 04/07/2025
State: Texas

Answer:

In Texas, for-profit corporations must have at least one director, one president, and one secretary. A single person can hold multiple positions, including president and secretary, unless prohibited by the corporation's governing documents. However, if there are multiple shareholders, you cannot serve as both president and secretary simultaneously unless there is only one stockholder.

According to the Texas Business Organizations Code, officers can be elected or appointed based on the entity's governing documents (Tex. Bus. Org. Code § 3.103). The board of directors is responsible for electing the president and secretary as specified in the bylaws (Tex. Bus. Org. Code § 21.417).

This content is for informational purposes only and is not legal advice. Legal statutes mentioned reflect the law at the time the content was written and may no longer be current. Always verify the latest version of the law before relying on it.

FAQs

What do we mean when we say that Texas has a plural executive?

In Texas, a plural executive means that the executive branch of government is divided among multiple elected officials rather than being concentrated in a single individual, like a governor. This structure includes various offices such as the Lieutenant Governor, Attorney General, and others, each elected independently. This system is designed to prevent too much power from being held by one person, promoting checks and balances within the state's government.

Do bylaws need to be filed with the Secretary of State in Texas?

What is the executive department in the Texas Constitution Article IV?

Article IV of the Texas Constitution establishes the executive department, which is responsible for enforcing state laws and administering state government. It outlines the powers and duties of the Governor, Lieutenant Governor, and other executive officers. This article ensures a separation of powers within the state government.