Corporate Governance
Governance is what a company can prove about its own decisions. The firm advises boards, managers, and members on authority, voting rights, and fiduciary obligations under the Texas Business Organizations Code — and builds the governance record institutional counterparties expect to see: consents, resolutions, minute books, authority documentation. When a lender, buyer, or court asks who had authority to act, the answer should already be in writing.
Services
SIX ITEMS- Governance counsel to managers, members, directors, and officers
- Fiduciary duty analysis and conflict-of-interest procedures
- Board, member, and manager consents and resolutions
- Corporate authority documentation for financings and transactions
- Governance amendments, restatements, and policy frameworks
- Governance audits ahead of financings, sales, or disputes
Representative Experience
TWO MATTERSCorporate authority documentation and governance opinions supporting institutional lending transactions.
Counsel on contested authority, voting, and fiduciary matters — experience that shapes preventive governance work.
Representative matters. Prior results do not guarantee a similar outcome.
Process
FOUR STEPSGovernance review
Documents, records, and actual practice, compared.
Gap memo
Where authority, records, or procedures fall short.
Remediation
The instruments and records to close the gaps.
Maintenance
Annual governance calendar and standing support.
FAQs
THREE QUESTIONSWe’re closely held — do formalities matter?
Most, yes: they are what preserves liability protection, satisfies lenders, and wins authority disputes. The firm right-sizes them rather than importing public-company ritual.
What triggers a governance audit?
An upcoming financing, a sale process, a new investor, or the first sign of an owner dispute. Before, ideally.
Do you serve as ongoing governance counsel?
Yes — most commonly inside an outside general counsel relationship.