Doug Clayton

The Death of Minority Shareholder Oppression Claims in Texas?

Bad news for minority shareholders in Texas.  On June 20, 2014, the Texas Supreme Court delivered the opinion in the case of Ritchie v. Rupe, which is available here.  In one of the most important business law cases decided by the Texas Supreme Court in recent memory, the Court ruled (in a 6-3 decision) that: (1)   There is no common …

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Amending and Restating a Texas Certificate of Formation Just Got Easier

Great news for corporate law practitioners in Texas. One of my pet peeves with regard to filings with the Secretary of State has been eliminated. Thanks to recently enacted Senate Bill 847, effective September 1, 2013, a restated certificate of formation is no longer required to “identify by reference or description each added, altered, or …

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