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ARTICLE · 26 MAY 2025

Senate Bill 29: Texas Is Open For Business

Thompson Coburn LLP
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Senate Bill 29 (SB 29), titled "Texas: Open for Business," significantly overhauled the Texas Business Organizations Code (TBOC), making it more "management friendly," which was recently approved.

United StatesFinance and Banking
Susan Fisher
Susan Fisher
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Texas is aiming to be the jurisdiction of choice for new and existing corporations. For example,

  • Senate Bill 29 (SB 29), titled "Texas: Open for Business," significantly overhauled the Texas Business Organizations Code (TBOC), making it more "management friendly," which was recently approved.
  • Senate Bill 1058 – exempts Texas-based stock exchanges from certain franchise tax obligations; and
  • House Joint Resolution 4 – proposes a constitutional amendment barring taxation of stock exchange transactions and safeguarding retirement accounts.

SB 29, which is effective immediately, aligned the state statute with others, like Delaware, including: (1) the codification of the "business judgment rule"; (2) added enhanced liability protections for officers and directors for certain types of business entities; (3) included reforms regarding derivative actions; and (4) established mandatory venue and waiving jury trials.

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