Tex. Codes » Business Organizations Code · TITLE 2. CORPORATIONS · CHAPTER 22. NONPROFIT CORPORATIONS
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Tex. Bus. Orgs. Code § 22.151 (2026)

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Sec. 22.151. MEMBERS. (a) A corporation may have one or more classes of members or may have no members.

(b) If the corporation has one or more classes of members, the corporation's certificate of formation or bylaws must include:

(1) a designation of each class;

(2) the manner of the election or appointment of the members of each class; and

(3) the qualifications and rights of the members of each class.

(c) A corporation may issue a certificate, card, or other instrument evidencing membership rights, voting rights, or ownership rights as authorized by the certificate of formation or bylaws.

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

Notes of Decisions
Cited in 5 cases, 2017–2019 · leading case: the Episcopal Church, the Local Episcopal Parties, the Local Episcopal Congregations, & the Most Rev. Katharine Jefferts Schori v. Franklin Salazar & Intervening Congregations, 547 S.W.3d 353 (Tex. App.—Fort Worth 2018).
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the Episcopal Church, the Local Episcopal Parties, the Local Episcopal Congregations, & the Most Rev. Katharine Jefferts Schori v. Franklin Salazar & Intervening Congregations, 547 S.W.3d 353 (Tex. App.—Fort Worth 2018). “”) (current version at Tex. Bus. Orgs. Code Ann. § 22.151 (a) (West 2012)).”
City of Westworth Vill. v. Texas Voices for Reason & Just., Inc., 520 S.W.3d 652 (Tex. App.—Fort Worth 2017). “See Tex. Bus. Orgs. Code Ann. § 22.151 (a) (West 2012) (“A [nonprofit] corporation may have one or more classes of members or may have no members”).”
Michael Fallon, M.D. v. the Univ. of Texas MD Anderson Physician's Network Ans William Hyslop, as President & Chief Exec. Officer of the Univ. of Texas MD Anderson Physician's Network, No. 01-17-00882-CV (Tex. App.—Houston [1st Dist.] Aug. 27, 2019). “Related to the Cancer Center’s president, who, according to the Physicians Network’s bylaws, is the “sole [m]ember” of the non-profit corporation,22 we note that there is no evidence that the Physicians Network’s “sole [m]ember” receives any compensation for his role as the…”
Michael Fallon, M.D. v. the Univ. of Texas MD Anderson Cancer Ctr. & Craig Henderson as Officer for the Pub. Info. for the Univ. of Texas MD Anderson Cancer Ctr., 586 S.W.3d 37 (Tex. App.—Houston [1st Dist.] 2019). “” See TEX. BUS. ORGS. CODE ANN. §§ 22.151(a) (non-profit corporation can be formed with members or without members), 22.”
El Pescador Church, Inc. v. Hector P. Ferrero, Rosa Ferrero, Antonio Nunez, & Diego Sanchez, 594 S.W.3d 645 (Tex. App.—El Paso 2019). “TEX.BUS.ORGS.CODE ANN. § 22.151(a)(allowing for corporations with no members); Id.”
Tex. Bus. Orgs. Code § 22.151(a): 3 cases
Michael Fallon, M.D. v. the Univ. of Texas MD Anderson Physician's Network Ans William Hyslop, as President & Chief Exec. Officer of the Univ. of Texas MD Anderson Physician's Network, No. 01-17-00882-CV (Tex. App.—Houston [1st Dist.] Aug. 27, 2019). “Related to the Cancer Center’s president, who, according to the Physicians Network’s bylaws, is the “sole [m]ember” of the non-profit corporation,22 we note that there is no evidence that the Physicians Network’s “sole [m]ember” receives any compensation for his role as the…”
Michael Fallon, M.D. v. the Univ. of Texas MD Anderson Cancer Ctr. & Craig Henderson as Officer for the Pub. Info. for the Univ. of Texas MD Anderson Cancer Ctr., 586 S.W.3d 37 (Tex. App.—Houston [1st Dist.] 2019). “” See TEX. BUS. ORGS. CODE ANN. §§ 22.151(a) (non-profit corporation can be formed with members or without members), 22.”
El Pescador Church, Inc. v. Hector P. Ferrero, Rosa Ferrero, Antonio Nunez, & Diego Sanchez, 594 S.W.3d 645 (Tex. App.—El Paso 2019). “TEX.BUS.ORGS.CODE ANN. § 22.151(a)(allowing for corporations with no members); Id.”
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