Legal Question in Business Law in Texas

shareholders Voting directors of a corporations

I am one of 2 owners of a Texas corporation. I have 400 shares and the other owner has 600 shares. Our articles allow for cumulative voting. The 2 of us are the initial directors of the company. Since we have cumulative voting can I (the 40% minority owner) be voted out as a director? As I read our by-laws a director can not be voted out, if suing cumulative voting that director would win an election if 2 directors were to be voted on.


Asked on 11/16/07, 10:22 pm

1 Answer from Attorneys
Jeffrey Brashear The Brashear Law Firm, PLLC

Re: shareholders Voting directors of a corporations

Based on what you have stated, I would require the actual agreement to be able to provide you with an appropriate direction. Generally, when dealing with cumulative voting, the shareholders may combine their votes with other shareholders. Since there is only two shareholders (e.g., youself and the other owner), cumulative voting would be a moot issue. If my law firm can assist you with this legal matter or any other legal issue, please contact my legal assistant Jennifer ([email protected]).

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Answered on 11/19/07, 10:24 am


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