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DE SB77
Bill
AI Summary
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Allows Division of Corporations discretion to waive corporate naming requirements for nonprofit nonstock corporations that are associations of professionals, and permits use of word "trust" in corporate names when clearly not referring to trust business activities and approved by Division Director and State Bank Commissioner.
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Requires registered office addresses in Delaware corporate filings to include street number, city, county, and postal code; applies to documents filed on or after August 1, 2011, with existing filings grandfathered.
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Clarifies that corporations cannot be dissolved, merged, transferred, or converted until all franchise taxes due through the calendar month of the transaction are paid and all annual franchise tax reports including final reports are filed.
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Defines "exempt corporation" to include religious corporations, charitable or educational associations, and mutual benefit organizations providing assistance to members, exempting them from annual franchise tax requirements; clarifies captive insurance companies licensed under Title 18 Chapter 69 are also exempt from franchise taxes.
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Requires certificates of conversion and certificates of corporate domestication to be filed simultaneously with matching effective dates or times when post-filing effective dates are used; effective August 1, 2011.
Legislative Description
An Act To Amend Title 8 Of The Delaware Code Relating To The General Corporation Law.
Last Action
Signed by Governor
7/7/2011