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CA AB1229
Bill
AI Summary
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Establishes a new legal category of "decentralized nonprofit associations" (DNAs) defined as unincorporated associations with at least 100 members whose governance and operations rely on blockchain or distributed ledger technology.
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Allows DNAs to establish venue in the county where they appoint an agent for service of process and permits members to freely transfer membership interests unless otherwise restricted in governing documents.
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Shields members, administrators, and agents from personal liability for DNA debts and contractual obligations unless they expressly assume responsibility in writing, fail to disclose their representative capacity, or lack authority to execute contracts.
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Authorizes DNAs to govern operations through blockchain technology and smart contracts, including establishing consensus mechanisms and voting procedures for organizational decisions and protocol modifications.
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Permits DNAs to conduct profitable business activities and pay reasonable compensation to members and administrators for services, but prohibits dividend distributions except through membership repurchases and distributions upon dissolution.
Legislative Description
Unincorporated associations: decentralized nonprofit associations.
Last Action
From committee: Filed with the Chief Clerk pursuant to Joint Rule 56.
2/1/2024