Tex. Codes » Business Organizations Code · TITLE 3. LIMITED LIABILITY COMPANIES · CHAPTER 101. LIMITED LIABILITY COMPANIES
Texas Codes

Tex. Bus. Orgs. Code § 101.106 (2026)

Nature Of Membership Interest

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Sec. 101.106. NATURE OF MEMBERSHIP INTEREST. (a) A membership interest in a limited liability company is personal property.

(a-1) A membership interest may be community property under applicable law.

(a-2) A member's right to participate in the management and conduct of the business of the limited liability company is not community property.

(b) A member of a limited liability company or an assignee of a membership interest in a limited liability company does not have an interest in any specific property of the company.

(c) Sections 9.406 and 9.408, Business & Commerce Code, do not apply to a membership interest in a limited liability company, including the rights, powers, and interests arising under the company's certificate of formation or company agreement or under this code. To the extent of any conflict between this subsection and Section 9.406 or 9.408, Business & Commerce Code, this subsection controls. It is the express intent of this subsection to permit the enforcement, as a contract among the members of a limited liability company, of any provision of a company agreement that would otherwise be ineffective under Section 9.406 or 9.408, Business & Commerce Code.

Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.

Amended by:

Acts 2009, 81st Leg., R.S., Ch. 84 (S.B. 1442), Sec. 39, eff. September 1, 2009.

Acts 2011, 82nd Leg., R.S., Ch. 139 (S.B. 748), Sec. 35, eff. September 1, 2011.

Notes of Decisions
Cited in 37 cases (14 in the last 5 years), 2011–2026 · leading case: Spates v. Off. of Attorney Gen., 485 S.W.3d 546 (Tex. App.—Houston [14th Dist.] 2016).
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Spates v. Off. of Attorney Gen., 485 S.W.3d 546 (Tex. App.—Houston [14th Dist.] 2016). · cites it 3× “See Tex. Bus. Orgs.Code § 101.106(a), (b). Under the statutory scheme creating the charging order as the exclusive remedy for a judgment creditor seeking satisfaction from a debtor’s membership interest in a limited liability company, the OAG’s ability to collect on its…”
Super Starr Int'l, LLC v. Fresh Tex Produce, LLC, 531 S.W.3d 829 (Tex. App.—Corpus Christi 2017). “Tex. Bus. Orgs. Code Ann. § 101.106 (b) (West, Westlaw through Ch.”
Sherman v. Boston, 486 S.W.3d 88 (Tex. App.—Houston [14th Dist.] 2016). “See Tex. Bus. Orgs. Code Ann. § 101.106 (b) (West 2012).”
Yaghoub \Jacob\" Kohannim v. Parvaneh Katoli", 440 S.W.3d 798 (Tex. App.—El Paso 2013). · cites it 3× “See Tex.Bus. Org.Code Ann. § 101.106(a-l). It is undisputed that Mike’s 50% membership interest in 360 Center was community property and the 322nd District Court awarded the entirety of that membership interest to Parvaneh in the divorce decree.”
Pajooh v. Royal West Investments LLC, 518 S.W.3d 557 (Tex. App.—Houston [1st Dist.] 2017). “See Tex. Bus. Orgs. Code § 101.106(b); In re Prodigy Servs.”
Ahf-Arbors at Huntsville I, LLC v. Walker Cnty. Appraisal Dist., 410 S.W.3d 831 (Tex. 2012). “Tex. Bus. Orgs.Code § 101.106(b). . Id. §§ 21.”
Enzo Investments, LP v. Charles White, 468 S.W.3d 635 (Tex. App.—Houston [14th Dist.] 2015). “Tex. Bus. Orgs. Code Ann. § 101.106 (b) (West 2015).”
Rodriguez v. Cyr (In re Cyr), 602 B.R. 315 (Bankr. W.D. Tex. 2019). “" Tex. Bus. Org. Code Ann. § 101.106 (b). Therefore, as sole member of OSI, Debtor had no interest in the assets and business transferred from OSI to SA Spine.”
BJVSD Bird Fam. P'ship L.P. v. Star Elec., L.L.C., 413 S.W.3d 780 (Tex. App.—Houston [1st Dist.] 2013). “” Tex. Bus. Orgs.Code Ann. § 101.106(b) (Vernon 2012).”
Storguard Investments, LLC v. Harris Cnty. Appraisal Dist., 369 S.W.3d 605 (Tex. App.—Houston [1st Dist.] 2012). “”); see also Tex. Bus. Orgs.Code Ann. § 101.106(b) (Vernon Supp.”
Michele DiBassie v. Damon DiBassie, No. 09-20-00287-CV (Tex. App.—Beaumont Nov. 17, 2022). · cites it 3× “See Tex. Bus. Orgs. Code Ann. § 101.106 (b). In issue two, Michele complains that the trial court’s erroneous award of SCS’s equipment to Damon substantially diminished SCS’s value because SCS did not have the necessary machinery, equipment, and tools to bid or work on any…”
In re Gearbox Software LLC, No. 05-15-01304-CV (Tex. App.—Dallas Oct. 28, 2015). · cites it 4× “11, 16 Tex. Bus. Org. Code § 101.106(a-2) . . . .”
Show all 37 citing cases →
Tex. Bus. Orgs. Code § 101.106(a): 5 cases
Spates v. Off. of Attorney Gen., 485 S.W.3d 546 (Tex. App.—Houston [14th Dist.] 2016). “See Tex. Bus. Orgs.Code § 101.106(a), (b). Under the statutory scheme creating the charging order as the exclusive remedy for a judgment creditor seeking satisfaction from a debtor’s membership interest in a limited liability company, the OAG’s ability to collect on its…”
Yaghoub \Jacob\" Kohannim v. Parvaneh Katoli", 440 S.W.3d 798 (Tex. App.—El Paso 2013). “See Tex.Bus. Org.Code Ann. § 101.106(a-l). It is undisputed that Mike’s 50% membership interest in 360 Center was community property and the 322nd District Court awarded the entirety of that membership interest to Parvaneh in the divorce decree.”
Tall v. Vanderhoef, 2025 Tex. Bus. 15 (Tex. Bus. Ct. 2025).
Camino Real Developers v. RivenRock, 2026 Tex. Bus. 28 (Tex. Bus. Ct. 2026).
Holly Henderson v. Stephen E. Chrisman, No. 05-14-01507-CV (Tex. App.—Dallas June 15, 2015).
Tex. Bus. Orgs. Code § 101.106(b): 18 cases
Spates v. Off. of Attorney Gen., 485 S.W.3d 546 (Tex. App.—Houston [14th Dist.] 2016). “See Tex. Bus. Orgs.Code § 101.106(a), (b). Under the statutory scheme creating the charging order as the exclusive remedy for a judgment creditor seeking satisfaction from a debtor’s membership interest in a limited liability company, the OAG’s ability to collect on its…”
Pajooh v. Royal West Investments LLC, 518 S.W.3d 557 (Tex. App.—Houston [1st Dist.] 2017). “See Tex. Bus. Orgs. Code § 101.106(b); In re Prodigy Servs.”
Ahf-Arbors at Huntsville I, LLC v. Walker Cnty. Appraisal Dist., 410 S.W.3d 831 (Tex. 2012). “Tex. Bus. Orgs.Code § 101.106(b). . Id. §§ 21.”
BJVSD Bird Fam. P'ship L.P. v. Star Elec., L.L.C., 413 S.W.3d 780 (Tex. App.—Houston [1st Dist.] 2013). “” Tex. Bus. Orgs.Code Ann. § 101.106(b) (Vernon 2012).”
Storguard Investments, LLC v. Harris Cnty. Appraisal Dist., 369 S.W.3d 605 (Tex. App.—Houston [1st Dist.] 2012). “”); see also Tex. Bus. Orgs.Code Ann. § 101.106(b) (Vernon Supp.”
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