Best Corporate Governance Lawyers in Texas

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Greenberg Traurig, LLP.
Austin, United States

Founded in 1967
2,300 people in their team
English
Five decades ago, while at lunch in a South Florida deli, attorneys Larry J. Hoffman, Mel Greenberg, and Robert Traurig saw an opportunity to establish a new breed of law firm for South Florida; a firm that mirrored a New York style firm. In 1967, they founded the law firm Greenberg Traurig...
Gordon Rees Scully Mansukhani, LLP.
Austin, United States

Founded in 1974
1,688 people in their team
English
As the only law firm with offices and attorneys in all 50 states, we deliver maximum value to our clients by combining the resources of a full-service national firm with the local knowledge of a regional firm. Featuring more than 1,000 lawyers nationwide, we provide comprehensive litigation and...
Perkins Coie LLP
Austin, United States

Founded in 1912
2,875 people in their team
English
Perkins Coie is a leading international law firm that is known for providing high value, strategic solutions and extraordinary client service on matters vital to our clients' success. With more than 1,200 attorneys in offices across the United States and Asia, we provide a full array of corporate,...
Bailey Glasser
Dallas, United States

Founded in 1999
123 people in their team
English
Founded by Ben Bailey and Brian Glasser in 1999 in Charleston, West Virginia, Bailey Glasser has grown to include 76 lawyers, with 17 offices across the United States. The firm’s complex litigation practice focuses on high-stakes commercial litigation; class actions for consumers, insureds,...
Dorsey & Whitney LLP
Dallas, United States

Founded in 1912
1,390 people in their team
English
worldwide advantageYOUR BUSINESS REQUIRES AN ADVANTAGE, AN EDGE, TO SUCCEED IN A HIGHLY COMPETITIVE WORLD.Dorsey’s lawyers and staff can help you gain that edge by applying superb legal knowledge and skills with practical wisdom and a deep understanding of your business and industry.We serve...
Phelps Dunbar LLP.
Southlake, United States

Founded in 1853
300 people in their team
English
Our health law attorneys represent hospitals, physicians, managed care organizations and other health care providers throughout the Southeast as counsel on corporate, tax and regulatory matters. We also represent our health care clientele in a variety of health care related areas, including labor...
Arnold & Porter Kaye Scholer LLP
Houston, United States

Founded in 1946
2,057 people in their team
English
At Arnold & Porter, we are client-driven and industry-focused. Our lawyers practice in more than 40 practice areas across the litigation, regulatory and transactional spectrum to help clients with complex needs stay ahead of the global market, anticipate opportunities and address issues that...
Stinson LLP
Dallas, United States

Founded in 2002
985 people in their team
English
Complex legal challenges are best approached with sharp insight and creative solutions. At Stinson, our attorneys combine industry knowledge and business acumen to deliver practical legal guidance to clients ranging from individuals to privately-held enterprises to international corporations. We...

Founded in 1948
1,700 people in their team
English
The traits that fueled Skadden’s rise from a New York startup to a global powerhouse - collaborative, innovative, persistent - continue to define our firm culture. We remain intensely focused on the simple formula of developing an inclusive complement of extraordinary attorneys, working together...

Founded in 1891
1,287 people in their team
English
For 130 years, Baker Donelson has built a reputation for achieving results for our clients on a wide range of legal matters. While providing legal services is our focus, it is how we deliver them that sets us apart. Our goal is to provide clients with more than what they have come to expect from a...
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About Corporate Governance Law in Texas, United States

Corporate governance in Texas refers to the systems, processes, and rules that guide how businesses are directed, controlled, and held to account. In Texas, corporate governance laws provide a framework for balancing the interests of a company’s stakeholders, including shareholders, management, customers, suppliers, financiers, government, and the broader community. These laws aim to ensure transparency, ethical behavior, regulatory compliance, and accountability within business organizations. Texas follows both state-specific statutes, primarily the Texas Business Organizations Code (BOC), and applicable federal laws affecting corporate operations.

Why You May Need a Lawyer

Corporate governance can be complex, and there are many situations where expert legal guidance is vital. Some common scenarios include:

  • Forming a new corporation, partnership, or limited liability company in Texas
  • Drafting or amending bylaws, operating agreements, or shareholder agreements
  • Handling shareholder disputes or changes in ownership structure
  • Navigating compliance with Texas and federal reporting or disclosure requirements
  • Responding to allegations of breach of fiduciary duty, conflicts of interest, or unethical conduct
  • Advising on mergers, acquisitions, or dissolution of a business
  • Conducting internal investigations or audits to ensure regulatory compliance
  • Guiding directors and officers in fulfilling their legal duties
  • Defending against regulatory or civil enforcement actions

Hiring a lawyer can help prevent costly mistakes, protect your business interests, and ensure ongoing compliance with governing laws and industry standards.

Local Laws Overview

Texas corporate governance is governed primarily by the Texas Business Organizations Code (BOC), which sets out regulations for the formation, management, and dissolution of business entities. The BOC outlines the responsibilities and liabilities of corporate directors and officers, rules for shareholder meetings and voting, and procedures for mergers and acquisitions. Texas law also emphasizes fiduciary duties, requiring directors and officers to act in the best interests of the corporation and its shareholders.

In addition, Texas businesses must comply with federal regulations such as the Securities Exchange Act and Sarbanes-Oxley Act if they are publicly traded or have national presence. Local customs in Texas favor robust documentation of company policies and regular disclosure to stakeholders. Texas also provides flexibility in crafting governance structures, allowing entities to tailor bylaws and agreements according to their unique needs, provided they do not contravene mandatory statutory requirements.

Frequently Asked Questions

What is the Texas Business Organizations Code (BOC) and why is it important?

The Texas BOC is the primary set of statutes that regulates business entities in Texas, including corporations, LLCs, partnerships, and nonprofits. It governs how these entities are formed, managed, and dissolved, as well as the duties and powers of directors and officers.

What are fiduciary duties in Texas corporate governance?

Fiduciary duties include the duty of care, duty of loyalty, and duty of good faith. Directors and officers must act in the best interests of the company and its shareholders, put corporate interests above personal gain, and make informed decisions.

Do Texas corporations need to have bylaws?

While Texas law does not strictly require every corporation to adopt bylaws, it is considered a best practice and is typically essential for proper governance, managing internal affairs, and complying with legal requirements.

How often must Texas corporations hold board or shareholder meetings?

Texas corporations are generally required to hold annual shareholder meetings. Regular board meetings are also recommended to ensure ongoing compliance and sound decision-making.

Can Texas corporations be managed by members instead of directors?

Yes, Texas law allows flexibility in management structures. Some entities, such as LLCs, may opt to be member-managed or manager-managed as outlined in their governing documents.

What should I do if there is a dispute among shareholders or directors?

Disputes can often be resolved through mediation or negotiation, but if necessary, a lawsuit may be filed in Texas courts. Consulting with a corporate governance lawyer is essential to explore and protect your rights.

Are publicly traded companies in Texas subject to different rules?

Yes, publicly traded companies in Texas must comply with both state law and federal securities regulations, which impose additional requirements concerning transparency, reporting, and shareholder rights.

What are the consequences of breaching fiduciary duties in Texas?

A breach of fiduciary duty can lead to lawsuits, removal from office, personal liability for damages, and regulatory penalties. Courts in Texas take these breaches seriously to protect corporate integrity.

What records must Texas corporations keep?

Businesses are required to keep accurate records of meetings, shareholder actions, financial statements, and other key documents as specified in the Texas BOC and their own bylaws.

Can a single-member LLC operate without formal meetings?

While formal meetings are not usually required for single-member LLCs, maintaining clear records and following company procedures is still important for legal compliance and protection of liability shields.

Additional Resources

If you need more information or assistance, the following organizations and resources may be helpful:

  • Texas Secretary of State - Business and Public Filings
  • State Bar of Texas - Business Law Section
  • Texas Business Organizations Code (available on state legislative websites)
  • Local Small Business Development Centers (SBDCs)
  • U.S. Securities and Exchange Commission (for federal compliance)
  • Texas Department of Banking (for financial institutions)
  • Local chambers of commerce

Next Steps

If you believe you need legal assistance in matters of corporate governance in Texas:

  • Gather essential documents, such as company formation papers, bylaws, meeting minutes, and correspondence related to your issue
  • Clearly identify the nature of your concern, whether it relates to business formation, internal disputes, compliance, or another governance issue
  • Research local attorneys with experience in Texas corporate governance law
  • Schedule a consultation to discuss your situation and receive tailored legal advice
  • Consider ongoing legal support for compliance, policy drafting, or representation in disputes

Taking these steps will help ensure your business operates smoothly, remains compliant with Texas law, and is well prepared to handle governance challenges.

Lawzana helps you find the best lawyers and law firms in Texas through a curated and pre-screened list of qualified legal professionals. Our platform offers rankings and detailed profiles of attorneys and law firms, allowing you to compare based on practice areas, including Corporate Governance, experience, and client feedback. Each profile includes a description of the firm's areas of practice, client reviews, team members and partners, year of establishment, spoken languages, office locations, contact information, social media presence, and any published articles or resources. Most firms on our platform speak English and are experienced in both local and international legal matters. Get a quote from top-rated law firms in Texas, United States - quickly, securely, and without unnecessary hassle.

Disclaimer:
The information provided on this page is for general informational purposes only and does not constitute legal advice. While we strive to ensure the accuracy and relevance of the content, legal information may change over time, and interpretations of the law can vary. You should always consult with a qualified legal professional for advice specific to your situation. We disclaim all liability for actions taken or not taken based on the content of this page. If you believe any information is incorrect or outdated, please contact us, and we will review and update it where appropriate.