Texas Business Law Attorneys – Corporate Governance
Neglecting proper governance for a business is akin to creating a minefield on the path to success. Notably, at various stages of a business's development, it becomes imperative to demonstrate that the company was and is running like, well, a company.
One way to show that is to produce records – proof that the company held meetings, made resolutions, conducted, and recorded its business operations as required by Texas state law. Hopkins Centrich, The Woodlands premier business law firm, has been the law business law firm for medium-sized companies and closely held businesses for decades.
Over the years we have been the law firm for a variety of privately-owned companies from tech to software developers, healthcare providers, architectural firms, real estate developers, retailers, restaurants, breweries, CPA firms, and others. Hopkins Centrich has been the “go-to” legal advisor to start-up ventures and more mature closely held and family-owned businesses, and national enterprises for over two decades.
Business Law and Corporate Governance
Here are some of the main elements and aspects of corporate governance in Texas:
Board of directors - The board is elected by shareholders to oversee management and steer the overall direction of the company. The board has fiduciary duties.
Executive officers - The CEO and other officers appointed by the board handle the day-to-day management and operations of the company.
Organizational documents - The articles of incorporation, bylaws, and shareholder agreements provide a framework for corporate governance.
Shareholder rights - Shareholders have certain rights like electing directors, voting on major decisions, and sharing in profits. Minority shareholders are protected.
Board committees - Committees that oversee audit, compensation, and governance handle key functions and report to the full board.
Board leadership - Having an independent chair or lead director helps balance power with company executives.
Board composition - Director independence, diversity, and qualifications are important for good governance.
Shareholder meetings - Regular shareholder meetings facilitate transparency and accountability in governance.
Disclosures and auditing - Financial reports, internal controls audits, public filings, and transparency requirements promote ethical governance.
Compliance - Adherence to regulations, ethical standards, and legal duties applicable to corporate managers and directors.
Governance policies - Codes of conduct, conflict of interest policies, whistleblower procedures, and other governance policies guide behavior.
