A Texas Revocable or Irrevocable Proxy is a legal document that grants an individual or entity (referred to as the "proxy") the authority to act on behalf of another person or organization (known as the "principal") in specific situations, such as voting at a shareholders' meeting or making crucial decisions. The term "revocable" or "irrevocable" refers to the principal's ability to revoke or cancel the proxy at any time before it is exercised. In Texas, the laws governing revocable and irrevocable proxies are found in the Texas Business Organizations Code (BOC) and the Texas Estates Code. These codes outline the requirements and procedures for creating, executing, and terminating proxies, ensuring the validity and enforceability of proxy arrangements. 1. Texas Revocable Proxy: A revocable proxy agreement allows the principal to withdraw or terminate the proxy at any given time before it is used. This type of proxy provides flexibility and allows the principal to maintain control over their decision-making authority. It's commonly used when the principal wants to retain the ability to review or change their position on a particular matter. 2. Texas Irrevocable Proxy: An irrevocable proxy agreement, on the other hand, grants the proxy holder authority that cannot be easily revoked or canceled by the principal. In this case, the principal relinquishes decision-making power permanently or until a specific event or condition occurs. Examples of situations where an irrevocable proxy may be employed include cases where the principal becomes incapacitated or when shares of a company's stock are transferred to a trust. When drafting a Texas Revocable or Irrevocable Proxy, it is crucial to include specific details such as the names and addresses of both the principal and the proxy, the purpose of the proxy appointment, the duration of the proxy, and the specific powers delegated to the proxy. The document should also contain a clear statement regarding whether it is revocable or irrevocable, ensuring that the parties involved understand the nature of the arrangement. It's important to note that while Texas law provides guidelines on proxies, it is advisable to consult an attorney for proper legal advice and to ensure compliance with all relevant laws and regulations. Understanding the distinctions between revocable and irrevocable proxies, and selecting the appropriate type based on the principal's intentions and circumstances, will help ensure the effectiveness and validity of the proxy arrangement within the state of Texas.