Terms Used In Texas Business Organizations Code Chapter 1 > Subchapter C - Determination of Applicable Law

• Certificate of formation: means :
  (A) the document required to be filed with the filing officer under Chapter 3 to form a filing entity; and
  (B) if appropriate, a restated certificate of formation and all amendments of an original or restated certificate of formation. See Texas Business Organizations Code 1.002
• Domestic: means , with respect to an entity, that the entity is formed under this code or the entity's internal affairs are governed by this code. See Texas Business Organizations Code 1.002
• Entity: means a domestic entity or foreign entity. See Texas Business Organizations Code 1.002
• Ex officio: Literally, by virtue of one's office.
• Foreign: means , with respect to an entity, that the entity is formed under, and the entity's internal affairs are governed by, the laws of a jurisdiction other than this state. See Texas Business Organizations Code 1.002
• Foreign governmental authority: means a governmental official, agency, or instrumentality of a jurisdiction other than this state. See Texas Business Organizations Code 1.002
• Governing authority: means a person or group of persons who are entitled to manage and direct the affairs of an entity under this code and the governing documents of the entity, except that if the governing documents of the entity or this code divide the authority to manage and direct the affairs of the entity among different persons or groups of persons according to different matters, "governing authority" means the person or group of persons entitled to manage and direct the affairs of the entity with respect to a matter under the governing documents of the entity or this code. See Texas Business Organizations Code 1.002
• Jurisdiction: (1) The legal authority of a court to hear and decide a case. Concurrent jurisdiction exists when two courts have simultaneous responsibility for the same case. (2) The geographic area over which the court has authority to decide cases.
• Justice: when applied to a magistrate, means justice of the peace. See Texas Government Code 312.011
• Law: means , unless the context requires otherwise, both statutory and common law. See Texas Business Organizations Code 1.002
• Managerial official: means an officer or a governing person. See Texas Business Organizations Code 1.002
• Member: means :
  (A) in the case of a limited liability company, a person who has become, and has not ceased to be, a member in the limited liability company as provided by its governing documents or this code;
  (B) in the case of a nonprofit corporation, a person who has membership rights in the nonprofit corporation under its governing documents;
  (C) in the case of a cooperative association, a member of a nonshare or share association;
  (D) in the case of a nonprofit association, a person who has membership rights in the nonprofit association under its governing documents; or
  (E) in the case of a professional association, a person who has membership rights in the professional association under its governing documents. See Texas Business Organizations Code 1.002
• Obligation: An order placed, contract awarded, service received, or similar transaction during a given period that will require payments during the same or a future period.
• Probate: Proving a will
• Secretary: means the:
  (A) individual designated as secretary of an entity under the entity's governing documents; or
  (B) officer or committee of persons authorized to perform the functions of secretary of an entity without regard to the designated name of the officer or committee. See Texas Business Organizations Code 1.002