VA SB100 | 2010 | Regular Session
Status
Completed Legislative Action
Spectrum: Partisan Bill (Republican 1-0)
Status: Passed on April 21 2010 - 100% progression
Action: 2010-04-21 - Governor: Acts of Assembly Chapter text (CHAP0782)
Text: Latest bill text (Chaptered) [HTML]
Spectrum: Partisan Bill (Republican 1-0)
Status: Passed on April 21 2010 - 100% progression
Action: 2010-04-21 - Governor: Acts of Assembly Chapter text (CHAP0782)
Text: Latest bill text (Chaptered) [HTML]
Summary
Virginia Stock Corporation Act. Conforms provisions of the Virginia Stock Corporation Act to revisions to the Model Business Corporation Act prepared by the Business Law Section of the American Bar Association, and makes several clarifying revisions. Elements of the measure include (i) expanding provisions governing the electronic transmission of notices and other communications; (ii) providing that notice to a shareholder that is sent by U.S. mail is effective upon deposit in the U.S. Mail; currently, such mailings to shareholders are effective five days after mailing; (iii) authorizing corporate officers to make equity compensation awards; (iv) confirming shareholders' authority to adopt proxy access and proxy expense reimbursement bylaws; (v) permitting a board of directors to establish separate record dates for determining shareholders entitled to notices of, and to vote at, meetings; (vi) allowing shareholders to participate remotely in shareholders meetings; (vii) addressing the authority of a circuit court to resolve disputes relating to a vote by shareholders; (viii) repealing the existing provision that limits the power of the board of directors to alter the board's size to an amount not greater than 30 percent of its existing size; (ix) confirming the authority of a board of directors to require the corporation to provide indemnity, including advancement and reimbursement; (x) authorizing a corporation to obligate itself to provide indemnification, and advance funds to pay for or reimburse expenses, in advance of the act or omission giving rise to a proceeding; (xi) requiring class voting by affected classes with respect to mergers, unless otherwise provided in the articles of incorporation; and (xii) requiring that the articles of merger in a parent-subsidiary merger recite the Code section under which the merger is being effected.
Title
Stock Corporation Act; conforms provisions of Act to revisions to Model Business Corporation Act.
Sponsors
Roll Calls
2010-04-21 - House - House: VOTE: --- ADOPTION (95-Y 0-N) (Y: 97 N: 0 NV: 4 Abs: 0) [PASS]
2010-04-21 - Senate - Senate: Senate concurred in Governor's recommendation (40-Y 0-N) (Y: 40 N: 0 NV: 0 Abs: 0) [PASS]
2010-02-25 - Senate - Senate: House amendment agreed to by Senate (40-Y 0-N) (Y: 40 N: 0 NV: 0 Abs: 0) [PASS]
2010-02-23 - House - House: VOTE: BLOCK VOTE PASSAGE (99-Y 0-N) (Y: 101 N: 0 NV: 0 Abs: 0) [PASS]
2010-02-18 - House - House: Reported from Commerce and Labor (22-Y 0-N) (Y: 22 N: 0 NV: 0 Abs: 0) [PASS]
2010-01-29 - Senate - Senate: Read third time and passed Senate (40-Y 0-N) (Y: 40 N: 0 NV: 0 Abs: 0) [PASS]
2010-01-27 - Senate - Senate: Constitutional reading dispensed (40-Y 0-N) (Y: 40 N: 0 NV: 0 Abs: 0) [PASS]
2010-01-25 - Senate - Senate: Reported from Commerce and Labor with amendments (12-Y 0-N) (Y: 12 N: 0 NV: 0 Abs: 0) [PASS]
2010-04-21 - Senate - Senate: Senate concurred in Governor's recommendation (40-Y 0-N) (Y: 40 N: 0 NV: 0 Abs: 0) [PASS]
2010-02-25 - Senate - Senate: House amendment agreed to by Senate (40-Y 0-N) (Y: 40 N: 0 NV: 0 Abs: 0) [PASS]
2010-02-23 - House - House: VOTE: BLOCK VOTE PASSAGE (99-Y 0-N) (Y: 101 N: 0 NV: 0 Abs: 0) [PASS]
2010-02-18 - House - House: Reported from Commerce and Labor (22-Y 0-N) (Y: 22 N: 0 NV: 0 Abs: 0) [PASS]
2010-01-29 - Senate - Senate: Read third time and passed Senate (40-Y 0-N) (Y: 40 N: 0 NV: 0 Abs: 0) [PASS]
2010-01-27 - Senate - Senate: Constitutional reading dispensed (40-Y 0-N) (Y: 40 N: 0 NV: 0 Abs: 0) [PASS]
2010-01-25 - Senate - Senate: Reported from Commerce and Labor with amendments (12-Y 0-N) (Y: 12 N: 0 NV: 0 Abs: 0) [PASS]
History
| Date | Chamber | Action |
|---|---|---|
| 2010-04-21 | Governor: Acts of Assembly Chapter text (CHAP0782) | |
| 2010-04-21 | House: Enacted, Chapter 782 (effective 7/1/10) | |
| 2010-04-21 | Senate: Signed by President as reenrolled | |
| 2010-04-21 | House: Signed by Speaker as reenrolled | |
| 2010-04-21 | Senate: Reenrolled bill text (SB100ER2) | |
| 2010-04-21 | House: Reenrolled | |
| 2010-04-21 | Governor: Governor's recommendation adopted | |
| 2010-04-21 | House: VOTE: --- ADOPTION (95-Y 0-N) | |
| 2010-04-21 | House: House concurred in Governor's recommendation (95-Y 0-N) | |
| 2010-04-21 | Senate: Senate concurred in Governor's recommendation (40-Y 0-N) | |
| 2010-04-20 | Senate: Placed on Calendar | |
| 2010-04-13 | Senate: Governor's recommendation received by Senate | |
| 2010-03-06 | Senate: Signed by President | |
| 2010-03-03 | House: Signed by Speaker | |
| 2010-03-03 | Senate: Bill text as passed Senate and House (SB100ER) | |
| 2010-03-03 | Senate: Enrolled | |
| 2010-02-25 | Senate: House amendment agreed to by Senate (40-Y 0-N) | |
| 2010-02-23 | House: VOTE: BLOCK VOTE PASSAGE (99-Y 0-N) | |
| 2010-02-23 | House: Passed House with amendment BLOCK VOTE (99-Y 0-N) | |
| 2010-02-23 | House: Engrossed by House as amended | |
| 2010-02-23 | House: Amendment by Delegate Janis agreed to | |
| 2010-02-23 | House: Read third time | |
| 2010-02-22 | House: Read second time | |
| 2010-02-18 | House: Reported from Commerce and Labor (22-Y 0-N) | |
| 2010-02-08 | House: Referred to Committee on Commerce and Labor | |
| 2010-02-08 | House: Read first time | |
| 2010-02-08 | House: Placed on Calendar | |
| 2010-01-29 | Senate: Read third time and passed Senate (40-Y 0-N) | |
| 2010-01-28 | Senate: Printed as engrossed 10100412D-E | |
| 2010-01-28 | Senate: Engrossed by Senate as amended SB100E | |
| 2010-01-28 | Senate: Committee amendments agreed to | |
| 2010-01-28 | Senate: Reading of amendments waived | |
| 2010-01-28 | Senate: Read second time | |
| 2010-01-27 | Senate: Constitutional reading dispensed (40-Y 0-N) | |
| 2010-01-25 | Senate: Reported from Commerce and Labor with amendments (12-Y 0-N) | |
| 2010-01-06 | Senate: Referred to Committee on Commerce and Labor | |
| 2010-01-06 | Senate: Prefiled and ordered printed; offered 01/13/10 10100412D |
Code Citations
| Chapter | Article | Section | Citation Type | Statute Text |
|---|---|---|---|---|
| 13 | 1 | 603 | (n/a) | See Bill Text |
| 13 | 1 | 604 | (n/a) | See Bill Text |
| 13 | 1 | 610 | (n/a) | See Bill Text |
| 13 | 1 | 614 | (n/a) | See Bill Text |
| 13 | 1 | 624 | (n/a) | See Bill Text |
| 13 | 1 | 635 | (n/a) | See Bill Text |
| 13 | 1 | 646 | (n/a) | See Bill Text |
| 13 | 1 | 656 | (n/a) | See Bill Text |
| 13 | 1 | 657 | (n/a) | See Bill Text |
| 13 | 1 | 658 | (n/a) | See Bill Text |
| 13 | 1 | 660 | (n/a) | See Bill Text |
| 13 | 1 | 660.2 | (n/a) | See Bill Text |
| 13 | 1 | 661 | (n/a) | See Bill Text |
| 13 | 1 | 663 | (n/a) | See Bill Text |
| 13 | 1 | 664.1 | (n/a) | See Bill Text |
| 13 | 1 | 669.1 | (n/a) | See Bill Text |
| 13 | 1 | 672.1 | (n/a) | See Bill Text |
| 13 | 1 | 675 | (n/a) | See Bill Text |
| 13 | 1 | 681 | (n/a) | See Bill Text |
| 13 | 1 | 686 | (n/a) | See Bill Text |
| 13 | 1 | 689 | (n/a) | See Bill Text |
| 13 | 1 | 699 | (n/a) | See Bill Text |
| 13 | 1 | 704 | (n/a) | See Bill Text |
| 13 | 1 | 714 | (n/a) | See Bill Text |
| 13 | 1 | 718 | (n/a) | See Bill Text |
| 13 | 1 | 720 | (n/a) | See Bill Text |
| 13 | 1 | 721.1 | (n/a) | See Bill Text |
| 13 | 1 | 725 | (n/a) | See Bill Text |
| 13 | 1 | 730 | (n/a) | See Bill Text |
| 13 | 1 | 733 | (n/a) | See Bill Text |
| 13 | 1 | 734 | (n/a) | See Bill Text |
| 13 | 1 | 770 | (n/a) | See Bill Text |
| 13 | 1 | 771 | (n/a) | See Bill Text |
| 13 | 1 | 772 | (n/a) | See Bill Text |
| 13 | 1 | 773 | (n/a) | See Bill Text |
| 13 | 1 | 774 | (n/a) | See Bill Text |
| 13 | 1 | 779 | (n/a) | See Bill Text |
