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Texas Resignation of Officer or Director and Acceptance - Corporate Resolutions

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Form with which the board of directors of a corporation accepts the resignation of a corporate officer.


The Texas Resignation of Officer or Director and Acceptance — Corporate Resolutions is a legal document that outlines the process of resigning from a position of authority within a corporation in the state of Texas. This document is crucial for maintaining transparency and ensuring that all necessary steps are followed when an officer or director wishes to step down from their role. The resignation part of the document includes various essential details such as the name of the resigning officer or director, their position within the corporation, the effective date of their resignation, and their reason for resigning. It is important to accurately include all relevant information to avoid any confusion or dispute later. Furthermore, the acceptance section of the document is equally important as it provides formal acknowledgment from the corporation, accepting the resignation of the officer or director. This acceptance section may include details such as the date of acceptance and the name and position of the individual accepting the resignation. It is worth noting that there may be different types of Texas Resignation of Officer or Director and Acceptance — Corporate Resolutions depending on the specific circumstances, requirements, or preferences of the corporation. For example, there may be separate resolutions for resignations of officers, directors, or both. Additionally, there may be different templates available for various types of corporations such as LCS (Limited Liability Companies), S Corporations, C Corporations, etc. These resolutions can be obtained from professional legal sources or customized as needed by consulting an attorney or legal advisor to ensure compliance with Texas state laws and the regulations governing corporate resignations. It is vital to utilize the appropriate form and follow the correct procedure to uphold the integrity of the corporation and avoid any potential legal issues or complications.

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FAQ

Removal of directors and officers is resolved by a vote of shareholders in a special meeting, by majority vote of the shareholders. Alternatively, a shareholders resolution, documenting in writing the decision made by shareholders, must be signed and placed in the corporation's minute book.

While shareholders can elect directors, normally annually, they can not remove an officer. Only the Directors can.

A director can resign at any time as a director by giving notice to that effect. Unless there is a provision to the contrary in the corporation's By-Laws, a director's resignation can be oral (i.e., he/she can resign verbally during a board of directors' meeting).

The Texas Business Organizations Code requires a nonprofit corporation to have at least three directors, one president, and one secretary. The same person cannot be both the president and secretary. Officers and directors must be natural persons, but may be known by other titles.

Except as otherwise provided by the certificate of formation or bylaws of a corporation or this subchapter, the shareholders of the corporation may remove a director or the entire board of directors of the corporation, with or without cause, at a meeting called for that purpose, by a vote of the holders of a majority

To change the corporations officer or director information you must file the Statement of Information form. If changes occur between filing periods, you can just file a statement of information form to amend the previously filed statement. There is no fee to file an amended statement.

The President and Secretary only need to sign when the resolution is certified. But they can sign an uncertified board resolution as well, but it is not required.

Make your fellow directors aware of your intention to resign. You will need to check your employment contract or service agreement for any notice period required, and then formally notify the company in writing.

(a) If the bylaws of a corporation require notice of a meeting to be given to a director, a written waiver of the notice signed by the director entitled to the notice, before or after the meeting, is equivalent to the giving of the notice.

As a resigning director, you'll need to consult your directors service agreement to ensure you comply with any notice periods or clauses such as restrictive covenants. Your resignation letter should state your intention to resign and advise that you will be ceasing to act as a director at a specific date in the future.

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It can be stressful, so it's not always a good idea to resign if you're unhappy with your working environment, but sometimes they are the right time to make a move. Writing Your Resignation Letter Asking for Resignation It's never been a good idea to ask your boss to send you packing, especially if your position is high profile, or you have some power to affect policy or the company's bottom line. When it comes to getting rid of an employee, it's never a good idea to make your boss sweat. It might seem like it makes their life easier, but the reality is it makes you look very bad—especially if you're also a manager. There's a difference between asking to resign and asking to be dismissed. Ask for a Resignation When: Resignations should always be done by the end of day on Friday. (See more on working during the weekend.) Do not negotiate the terms of your job before giving notice.

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Texas Resignation of Officer or Director and Acceptance - Corporate Resolutions