Business Organizations Code revisor's report, part 4

liability company and its members, managers,
and officers.
. . .
C. For purposes of the application of
the articles of the TBCA and the Texas
Miscellaneous Corporation Laws Act as
provided by Sections A and B of this Article,
as context requires:
(1) a reference to a corporation
includes a limited liability company;
(2) a reference to a share
includes a membership interest;
(3) a reference to a shareholder
includes a member;
(4) a reference to a director
includes a manager or, to the extent that the
management of the limited liability company
is reserved in whole or in part to the
members, a member who manages the limited
liability company;
(5) a reference to articles of
incorporation includes articles of
organization; and
(6) a reference to bylaws includes
regulations.
[TBCA 5.14]
A. Certain Definitions. For purposes
of this Article:
(1) "Derivative proceeding" means
a civil suit in the right of a domestic
corporation or, to the extent provided in
Section K of this Article, in the right of a
foreign corporation.
(2) "Shareholder" includes a
beneficial owner whose shares are held in a
voting trust or by a nominee on the
beneficial owner's behalf.
Revisor's Note
The revised law incorporates the
provisions of the Texas Business Corporation
Act referred to in Article 8.12.A, Texas
Limited Liability Company Act, and tailors
them to apply to limited liability companies.
No substantive change is intended.
Revised Law
Sec. 101.452. STANDING TO BRING PROCEEDING. A member may