Nonstock Corporation Act; conforms revisions to Model Business Corporation Act. (SB131)

Introduced By

Sen. Walter Stosch (R-Glen Allen)


Passed Committee
Passed House
Passed Senate
Signed by Governor
Became Law


Virginia Nonstock Corporation Act. Conforms provisions of the Virginia Nonstock Corporation Act to revisions to the Model Business Corporation Act prepared by the Business Law Section of the American Bar Association, and makes several technical or clarifying revisions. Provisions (i) expand the governing of electronic transmission of notices and other communications; (ii) provide that notice to a member that is sent by U.S. mail is effective upon deposit in the U.S. mail; currently, such mailings to members are effective five days after mailing; (iii) require words in communications to be in the English language, unless otherwise agreed; (iv) permit a board of directors to establish separate record dates for determining members entitled to notices of, and to vote at, meetings; (v) allow members to participate remotely in members meetings; (vi) repeal the existing provision that limits the power of the board of directors to alter the boards size to an amount not greater than 30 percent of its existing size; (vii) confirm the authority of a board of directors to require the corporation to provide indemnity, including advancement and reimbursement; (viii) authorize 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; and (ix) correct cross-references. Read the Bill »


Bill Has Passed


01/08/2010Prefiled and ordered printed; offered 01/13/10 10100413D
01/08/2010Referred to Committee on Commerce and Labor
01/15/2010Impact statement from SCC (SB131)
01/25/2010Reported from Commerce and Labor (12-Y 0-N) (see vote tally)
01/27/2010Constitutional reading dispensed (40-Y 0-N) (see vote tally)
01/28/2010Read second time and engrossed
01/29/2010Read third time and passed Senate (40-Y 0-N) (see vote tally)
02/08/2010Placed on Calendar
02/08/2010Read first time
02/08/2010Referred to Committee on Commerce and Labor
02/18/2010Reported from Commerce and Labor (22-Y 0-N) (see vote tally)
02/22/2010Read second time
02/23/2010Read third time
02/23/2010Passed House BLOCK VOTE (99-Y 0-N)
02/23/2010VOTE: BLOCK VOTE PASSAGE (99-Y 0-N) (see vote tally)
03/01/2010Bill text as passed Senate and House (SB131ER)
03/01/2010Signed by Speaker
03/02/2010Signed by President
03/03/2010Impact statement from SCC (SB131ER)
03/11/2010Governor's recommendation received by Senate
03/11/2010Placed on Calendar
03/12/2010Senate concurred in Governor's recommendation (38-Y 0-N) (see vote tally)
03/13/2010Passed by temporarily
03/13/2010House concurred in Governor's recommendation (93-Y 0-N 1-A)
03/13/2010VOTE: --- ADOPTION (93-Y 0-N 1-A) (see vote tally)
03/13/2010G Governor's recommendation adopted
03/13/2010Reenrolled bill text (SB131ER2)
03/13/2010Signed by Speaker as reenrolled
03/13/2010Signed by President as reenrolled
03/13/2010Enacted, Chapter 171 (effective 7/1/10)
03/13/2010G Acts of Assembly Chapter text (CHAP0171)


This bill was discussed on the floor of the General Assembly. Below is all of the video that we have of that discussion, 3 clips in all, totaling 2 minutes.