The Charter Exit

Moving the buildings changes your tax bill. Only re-chartering changes your courtroom.

If a case arrived at your office — yes, you are in the right place. This page is the short version of what was inside it.

Request the briefing

Every request is reviewed against the exit closest to your situation.

Name Please enter your name.

Company Please enter your company.

Role / title Please enter your role or title.

Email Please enter a valid email address.

Which of these is closest to why you are reading this — optional

State of incorporation — optional Where the entity is chartered, which is often not where it operates.

What prompted this — optional A sentence is plenty. A transaction, a filing date, a letter you received.

Anything else?

I would like to schedule a twenty-minute briefing.

No list, no newsletter, no phone bank. If your request is a fit, my office responds within one business day.

Most boards treat a relocation as a real-estate and payroll problem. It is four separate decisions, and only one of them expires.

The Charter Exit

Which state's law governs fiduciary duty, derivative standing, and the forum for the next complaint. This is the one with a clock: new charter documents get drafted during a transaction anyway. Inside that paper it is a line item. Outside it, a standalone fight.

The Texas Answer

Texas opened dedicated business courts on September 1, 2024. In May 2025, Senate Bill 29 codified the business judgment rule, authorized jury-trial waivers in governing documents, and permitted a listed corporation to elect a derivative-standing floor of up to three percent. The election only exists if someone writes it into the charter.

The Enforcement Exit

Enforcement posture is not a mood. It is a location factor with a dollar sign.

The Benefits Layer

Compensation that pays for outcomes instead of tenure.

I am not asking you to retain anyone. Twenty minutes, one sequence — the conversion vote, the timing, the order of operations.