Bill > SB96

This bill proposes several amendments to the Delaware Revised Uniform Partnership Act (GP Act) to update and clarify various provisions related to partnerships. First, it modifies requirements for registered agents, mandating that they maintain a physical business office in Delaware, be authorized to do business in the state, accept and forward service of process, send annual tax statements, and verify the identity of entities they represent. The bill explicitly prohibits registered agents from operating solely through virtual offices or mail forwarding services. Second, it expands the ability to correct or nullify filed statements or certificates that contain inaccuracies. Third, the bill provides more flexibility in ratifying void or voidable partnership acts, allowing for implied ratification and setting procedures for notifying partners. Fourth, it adds requirements for merger and consolidation certificates, including a new provision specifying the statement of partnership existence for consolidations. Fifth, it updates the registration requirements for foreign limited liability partnerships, adding provisions about formation details and partner verification. Finally, the bill clarifies annual tax payment obligations, requiring full payment for the calendar year before filing certain statements or certificates. The amendments are designed to maintain Delaware's leadership in partnership law and provide clearer guidelines for partnership operations. The bill is set to take effect on August 1, 2025.

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https://legis.delaware.gov/BillDetail?LegislationId=142079