Delaware and North Dakota achieved an important business legislation milestones during the month of August. Please see below for a summary of the new laws for entities in these states.
DELAWARE
Senate Bill 88
Entities Affected: Corporations
Delaware Senate Bill 88, generally effective August 1, 2019, (i) amends the General Corporation Law regarding a variety of topics including organization meetings; electronic documentation, signatures and transmission of documents, notices, consents and demands; registered agent resignations; exceptions to notice to stockholders or members; agreements of merger; revival of exempt corporations; and document ordering fees; and (ii) effective for tax year beginning on January 1, 2019, amends the Corporation Franchise Tax law regarding regulated investment company franchise tax rates.
View the bill text.
Senate Bill 89
Entities Affected: Limited Partnerships
Delaware Senate Bill 89, effective August 1, 2019, amends the LP law regarding a variety of topics including names; name reservation; registered agent resignations; voluntary and judicial cancellation; electronic documentation, signatures and transmission of documents; liability for false statement; protected series of limited partners, general partners, partnership interests or assets; registered series thereof; division of LPs; creation of public benefit LPs; filing and document ordering fees; and administrative cancellation. View the bill text.
Senate Bill 90
Entities Affected: Limited Partnerships and Limited Liability Partnerships
Delaware Senate Bill 90, effective August 1, 2019, amends the partnership law (including LLPs) regarding definitions; names; registered agent resignations; electronic documentation, signatures and transmission of documents; records maintenance and document ordering fees. View the bill text.
Senate Bill 91
Entities Affected: Limited Liability Companies
Delaware Senate Bill 91, effective August 1, 2019, amends the LLC law regarding a variety of topics including definitions; names; registered agent resignations; electronic documentation, signatures and transmission of documents; protected series of members, managers, limited liability company interests or assets; registered series thereof; division of LLCs; and document ordering fees. View the bill text.
NORTH DAKOTA
House Bill 1045
Entities Affected: Various
North Dakota House Bill 1045, effective August 1, 2019, adds a provision to the North Dakota statutes relating to blockchain and amends the corporation law relating to, among other things, definitions, number of shareholders, annual reports, share certificates, shareholder voting lists, voting trusts, corporate records, dissolution, and, effective July 1, 2020 adding provisions to the LLC law authorizing series limited liability companies. View the bill text.
Senate Bill: 2326
Entities Affected: Limited Liability Companies
North Dakota Senate Bill 2326, effective August 1, 2019, among other things, amends provisions regarding the returning of annual reports by mail, the filing of an amended registration by an LLP, the registration of professional LLPs with minority owners, and provides that corporations and LLCs may not obtain a state license or permit until after their articles are filed.
View the bill text.
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For informational purposes only; content does not constitute legal advice.