Section 21.203 - No Statutory Preemptive Right Unless Provided By Certificate of Formation(a) Except as provided by Section 21.208, a shareholder of a corporation does not have a preemptive right under this subchapter to acquire the corporation's unissued or treasury shares except to the extent provided by the corporation's certificate of formation.(b) If the certificate of formation includes a statement that the corporation "elects to have a preemptive right" or a similar statement, Section 21.204 applies to a shareholder except to the extent the certificate of formation expressly provides otherwise.(c) This section and Sections 21.204 through 21.208 do not invalidate or impair a corporation's right or power to grant an enforceable nonstatutory preemptive right in:(1) a contract between the corporation and a shareholder or other person; or(2) the governing documents of the corporation.Tex. Bus. Org. Code § 21.203
Amended by Acts 2011, 82nd Leg., R.S., Ch. 139, Sec. 23, eff. 9/1/2011. Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. 1/1/2006.