Tex. Codes » Business Organizations Code · TITLE 2. CORPORATIONS · CHAPTER 21. FOR-PROFIT CORPORATIONS
Texas Codes

Tex. Bus. Orgs. Code § 21.104 (2026)

Effect Of Shareholders' Agreement

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Sec. 21.104. EFFECT OF SHAREHOLDERS' AGREEMENT. A shareholders' agreement that complies with this subchapter is effective among the shareholders and between the shareholders and the corporation even if the terms of the agreement are inconsistent with this code.

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

Notes of Decisions
Cited in 5 cases (2 in the last 5 years), 2010–2023 · leading case: Mandell v. Mandell, 310 S.W.3d 531 (Tex. App.—Fort Worth 2010).
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Mandell v. Mandell, 310 S.W.3d 531 (Tex. App.—Fort Worth 2010). · cites it 2× “Because the Shareholders Agreement here does contain a specific contractual provision addressing stock ownership and value in the event of a shareholder’s divorce and does restrict who may own and purchase the Association’s stock as well as the price at which the stock may be…”
Susan Cohen Mandell v. Harold Lance Mandell, No. 02-08-00290-CV (Tex. App.—Fort Worth Mar. 18, 2010). · cites it 2× “Because the Shareholders Agreement here does contain a specific contractual provision addressing stock ownership and value in the event of a shareholder’s divorce and does restrict who may own and purchase the Association’s stock as well as the price at which the stock may be…”
David A. Skeels v. Jonathan T. Suder, 665 S.W.3d 637 (Tex. App.—Fort Worth 2021). “Tex. Bus. Org. Code Ann. § 21.104 ; see also id.”
David A. Skeels v. Jonathan T. Suder Michael T. Cooke & Friedman, Suder & Cooke, P.C., 671 S.W.3d 664 (Tex. 2023). “32TEX. BUS. ORGS. CODE § 21.104; see also id.”
Susan Cohen Mandell v. Harold Lance Mandell, No. 02-08-00290-CV (Tex. App.—Fort Worth Mar. 18, 2010). “See Tex. Bus. Orgs. Code § 21.104. We hold that the trial court 11  On the issue of valuation of the husband’s partnership as an ongoing business when valuation was not controlled by the partnership agreement, the majority opinion in Finn simply held that the trial court erred…”
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