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SB479

Virginia Stock Corporation Act; changes to Act.

Status:
In House

Latest Action: Feb. 4, 2026
House: Referred to Committee on Labor and Commerce

Chief Patron:
Dave Marsden (D)

Session:
2026 Regular Session

Summary

As Introduced. Virginia Stock Corporation Act.

Makes various changes to the Virginia Stock Corporation Act, many of which conform the Act to recent changes to the Model Business Corporation Act produced by the Corporate Laws Committee of the American Bar Association's Business Law Section. Among other things, the bill (i) addresses the authority of a board of directors to delegate authority with respect to the issuance of shares to a committee of the board and one or more of the corporation's officers, (ii) removes the requirement for the cessation of shareholder agreements when a corporation becomes a public corporation, (iii) requires a corporation to maintain in its records certain shareholder agreements, (iv) removes the requirement for a corporation to maintain its financial statements for the three most recent fiscal years, and (v) authorizes a corporation to submit a matter to a vote of its shareholders even if, after approving the matter, the board of directors determines it no longer recommends such matter. (Less)
  • Bill History

  • 01/13/2026 - Senate: Prefiled and ordered printed; Offered 01-14-2026 26103811D
  • 01/13/2026 - Senate: Referred to Committee on Commerce and Labor
  • 01/25/2026 - Senate: Fiscal Impact Statement from State Corporation Commission (SB479)
  • 01/26/2026 - Senate: Senate committee offered
  • 01/26/2026 - Senate: Senate committee offered
  • 01/26/2026 - Senate: Reported from Commerce and Labor with substitute (15-Y 0-N)
  • 01/27/2026 - Senate: Committee substitute printed 26106187D-S1
  • 01/28/2026 - Senate: Rules suspended
  • 01/28/2026 - Senate: Constitutional reading dispensed Block Vote (on 1st reading) (40-Y 0-N 0-A)
  • 01/28/2026 - Senate: Passed by for the day Block Vote (Voice Vote)
  • 01/29/2026 - Senate: Read second time
  • 01/29/2026 - Senate: Commerce and Labor Substitute agreed to
  • 01/29/2026 - Senate: Engrossed by Senate (Voice Vote)
  • 01/29/2026 - Senate: Engrossed by Senate - committee substitute
  • 01/30/2026 - Senate: Read third time and passed Senate (38-Y 0-N 0-A)
  • 02/04/2026 - House: Placed on Calendar
  • 02/04/2026 - House: Read first time
  • 02/04/2026 - House: Referred to Committee on Labor and Commerce

Full text and vote history:

Virginia Legislative Information System

RichmondSunlight.com


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