VA SB50 | 2012 | Regular Session
Status
Completed Legislative Action
Spectrum: Partisan Bill (Republican 1-0)
Status: Passed on April 9 2012 - 100% progression
Action: 2012-04-09 - Governor: Acts of Assembly Chapter text (CHAP0706)
Text: Latest bill text (Chaptered) [HTML]
Spectrum: Partisan Bill (Republican 1-0)
Status: Passed on April 9 2012 - 100% progression
Action: 2012-04-09 - Governor: Acts of Assembly Chapter text (CHAP0706)
Text: Latest bill text (Chaptered) [HTML]
Summary
Business entities; conversions, dissolutions, and procedures. Establishes a procedure by which a nonstock corporation may convert to a limited liability company. Other provisions of the bill update provisions of the Virginia Stock Corporation Act, Virginia Nonstock Corporation Act, and Virginia Limited Liability Company Act to (i) remove duplicative provisions addressing remote participation in meetings, (ii) prescribe requirements when the less-than-unanimous consent of shareholders is required, (iii) specify that original share transfer books are prima facie evidence of who is entitled to examine the shareholders list, (iv) specify that the articles or bylaws may prescribe qualifications to be a director, (v) clarify that only the new amendments set out in a restatement of articles of incorporation require shareholder approval, (vi) permit public corporations to satisfy requirements for providing financial statements to shareholders entitled to appraisal rights in any manner permitted by the U.S. Securities and Exchange Commission, (vii) remove the ability of a corporation to adopt a proposal to dissolve after a court has entered a purchase order, and (viii) authorize members to rescind the dissolution of a limited liability company. The definitions of "state" in the Virginia Stock Corporation Act and Virginia Nonstock Corporation Act are conformed to the definition of the term in the Virginia Limited Liability Company Act. The measure also includes technical amendments.
Title
Corporations and limited liability companies; conversions, dissolution, and procedures.
Sponsors
Roll Calls
2012-02-28 - Senate - Senate: House amendments agreed to by Senate (40-Y 0-N) (Y: 40 N: 0 NV: 0 Abs: 0) [PASS]
2012-02-24 - House - House: VOTE: BLOCK VOTE PASSAGE (98-Y 0-N) (Y: 100 N: 0 NV: 2 Abs: 0) [PASS]
2012-02-21 - House - House: Reported from Commerce and Labor with amendments (21-Y 0-N) (Y: 22 N: 0 NV: 1 Abs: 0) [PASS]
2012-01-27 - Senate - Senate: Read third time and passed Senate (39-Y 0-N) (Y: 39 N: 0 NV: 1 Abs: 0) [PASS]
2012-01-25 - Senate - Senate: Constitutional reading dispensed (40-Y 0-N) (Y: 40 N: 0 NV: 0 Abs: 0) [PASS]
2012-01-23 - Senate - Senate: Reported from Commerce and Labor with substitute (15-Y 0-N) (Y: 15 N: 0 NV: 0 Abs: 0) [PASS]
2012-02-24 - House - House: VOTE: BLOCK VOTE PASSAGE (98-Y 0-N) (Y: 100 N: 0 NV: 2 Abs: 0) [PASS]
2012-02-21 - House - House: Reported from Commerce and Labor with amendments (21-Y 0-N) (Y: 22 N: 0 NV: 1 Abs: 0) [PASS]
2012-01-27 - Senate - Senate: Read third time and passed Senate (39-Y 0-N) (Y: 39 N: 0 NV: 1 Abs: 0) [PASS]
2012-01-25 - Senate - Senate: Constitutional reading dispensed (40-Y 0-N) (Y: 40 N: 0 NV: 0 Abs: 0) [PASS]
2012-01-23 - Senate - Senate: Reported from Commerce and Labor with substitute (15-Y 0-N) (Y: 15 N: 0 NV: 0 Abs: 0) [PASS]
History
| Date | Chamber | Action |
|---|---|---|
| 2012-04-09 | Governor: Acts of Assembly Chapter text (CHAP0706) | |
| 2012-04-09 | Governor: Approved by Governor-Chapter 706 (effective 7/1/12) | |
| 2012-03-05 | Senate: Signed by President | |
| 2012-03-02 | House: Signed by Speaker | |
| 2012-03-02 | Senate: Bill text as passed Senate and House (SB50ER) | |
| 2012-03-02 | Senate: Enrolled | |
| 2012-02-28 | Senate: House amendments agreed to by Senate (40-Y 0-N) | |
| 2012-02-24 | House: VOTE: BLOCK VOTE PASSAGE (98-Y 0-N) | |
| 2012-02-24 | House: Passed House with amendments BLOCK VOTE (98-Y 0-N) | |
| 2012-02-24 | House: Engrossed by House as amended | |
| 2012-02-24 | House: Committee amendments agreed to | |
| 2012-02-24 | House: Read third time | |
| 2012-02-23 | House: Read second time | |
| 2012-02-21 | House: Reported from Commerce and Labor with amendments (21-Y 0-N) | |
| 2012-02-13 | House: Referred to Committee on Commerce and Labor | |
| 2012-02-13 | House: Read first time | |
| 2012-02-13 | House: Placed on Calendar | |
| 2012-01-27 | Senate: Read third time and passed Senate (39-Y 0-N) | |
| 2012-01-26 | Senate: Engrossed by Senate - committee substitute SB50S1 | |
| 2012-01-26 | Senate: Committee substitute agreed to 12104483D-S1 | |
| 2012-01-26 | Senate: Reading of substitute waived | |
| 2012-01-26 | Senate: Read second time | |
| 2012-01-25 | Senate: Constitutional reading dispensed (40-Y 0-N) | |
| 2012-01-23 | Senate: Committee substitute printed 12104483D-S1 | |
| 2012-01-23 | Senate: Reported from Commerce and Labor with substitute (15-Y 0-N) | |
| 2012-01-04 | Senate: Referred to Committee on Commerce and Labor | |
| 2012-01-04 | Senate: Prefiled and ordered printed; offered 01/11/12 12101068D |
Subjects
Code Citations
| Chapter | Article | Section | Citation Type | Statute Text |
|---|---|---|---|---|
| 13 | 1 | 1023 | (n/a) | See Bill Text |
| 13 | 1 | 1047.1 | (n/a) | See Bill Text |
| 13 | 1 | 654 | (n/a) | See Bill Text |
| 13 | 1 | 655 | (n/a) | See Bill Text |
| 13 | 1 | 657 | (n/a) | See Bill Text |
| 13 | 1 | 661 | (n/a) | See Bill Text |
| 13 | 1 | 674 | (n/a) | See Bill Text |
| 13 | 1 | 711 | (n/a) | See Bill Text |
| 13 | 1 | 732 | (n/a) | See Bill Text |
| 13 | 1 | 734 | (n/a) | See Bill Text |
| 13 | 1 | 737 | (n/a) | See Bill Text |
| 13 | 1 | 749.1 | (n/a) | See Bill Text |
| 13 | 1 | 838 | (n/a) | See Bill Text |
| 13 | 1 | 839 | (n/a) | See Bill Text |
| 13 | 1 | 944.1 | (n/a) | See Bill Text |
| 13 | 1 | 944.7 | (n/a) | See Bill Text |
