This Toolkit is a collection of board and shareholder resolutions for a private corporation, both specific and not specific to Texas. SUBCHAPTER A. GENERAL PROVISIONS. Sec. 21.002. DEFINITIONS.Formation of Business Entities and Nonprofit Corporations Under the Texas Business Organizations Code: Online filing available through SOSDirect. Stock certificates represent a shareholder's ownership in a corporation, as a way for investors maintain and prove their ownership of stock. Resolutions of the board of directors of a Texas for-profit corporation electing directors to fill vacancies on the board. Out the issuance of the Shares and intent of these resolutions. How should the Corporation name be filled out? Present the resolution at a board meeting or a shareholder meeting, depending on the decision-making authority outlined in the bylaws. Directors need not be residents of Texas or shareholders of the corporation.