VirginiaCorporation.US

Gov. McDonnell Signs Legislation Authorizing Virginia Benefit Corporations

Wed, 30 Mar 2011 14:51:40 -0000

3/26/2011

Virginia Governor Bob McDonnell has signed legislation approved by the Virginia General Assembly to authorize the "Benefit Corporation" as an authorized form of legal entity under Virginia law. The Legislation, which becomes effective July 1, 2011, permits the formation (or conversion of an exisitng corporation) of a for profit corporation which exist both for private profit and to promote a "material positive impact on society and the environment taken as a
whole, as measured by a third-party standard.

The chief benefit of this legislation is that it permits the board of directors and officers of such a corporation to take both the targeted public benefit as well as the private interest of the shareholders (unlike a regular corporation where directors and officers fiduciary duties run only to the shareholders).

More on this type corporation will be coming by July 1.

A copy of the legislation is available in the downloads area of this website.

Walter A. Stosch Introduces legislation to Conform Virginia Corporation Law to Revised Model Business Corporation Act

Sun, 24 Jan 2010 03:15:57 -0000

Walter A. Stosch has introduced SB 100, a bill to enact provisions to conform the Virginia Stock Corporation Act to recent updates to the Revised Model Business Corporation Act. The bill 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.

Welcome to VirginiaCorporation.US

Wed, 22 Jul 2009 02:48:34 -0000

Welcome to VirginiaCorporation.US - the "Web 2.0" website providing a legal and business resource for businesses, attorneys, accountants, entrepreneurs, bankers and others with an interest in the Virginia Corporation form of legal entity via the Digital Dominion Network's Law and Business Network. This website is primarily focused upon serving users with an interest in the Virginia Corporation, a form of legal entity authorized by the Virginia Revised Stock Corporation Act. The Digital Dominion Law and Business Network provides primarily user generated content contributed by readers or reprinted from public domain sources. Each website of the Digital Dominion Law and Business Network is a "Web 2.0" website which provide multiple opportunities for user contribution, discussion, and sharing on featured topics. Watch this site and other websites of the Digital Dominion Network as we roll out new features. Register as a user and take advantage of the opportunity we offer to promote your business, share information, news and announcements of your group or organization, interact with fellow professionals or businesses who share your interest in Virginia Corporation via the internet, and keep abreast of current Virginia law and developments regarding Virginia Corporation.

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Under Construction - VirginiaCorporation.US

Fri, 29 Aug 2008 05:00:00 -0000

VirginiaCorporation.US - the Web resource for articles, news and developments about the Virginia corporation as a form of legal entity - is under construction - bookmark this site and watch as we roll out features.