Bill > SB95

This bill proposes several amendments to Delaware's General Corporation Law (DGCL) to update and clarify various aspects of corporate governance and legal procedures. The key provisions include: expanding forum selection rules to allow corporations to specify courts for different types of legal claims, with specific definitions for "internal corporate claims"; clarifying restrictions on imposing attorneys' fees on stockholders in legal actions; modifying rules for correcting or nullifying filed corporate documents; updating requirements for registered agents to maintain a physical presence and verify identities; removing bearer form options for scrip or warrants; adding new reporting requirements for annual franchise tax reports; and repealing a specific tax provision for regulated investment companies. The bill also provides detailed technical amendments to several sections of corporate law, such as specifying additional information to be included in certificates of restoration and clarifying the process for reinstating corporate qualifications. Most provisions will take effect on August 1, 2025, with some tax-related provisions having a different effective date of January 1, 2026. The overall aim is to maintain Delaware's preeminence in corporate law by keeping the statute current and addressing potential legal ambiguities.

Justice

https://legis.delaware.gov/BillDetail?LegislationId=142081