SB 69 Summary

• Authorizes Delaware corporations to maintain stock ledgers and corporate records using distributed electronic networks or blockchain technology, while ensuring records can be converted to legible paper form and serve required statutory functions.

• Clarifies that notices to holders of uncertificated shares regarding stock designations, preferences, and restrictions may be delivered by electronic transmission in addition to written form.

• Amends written consent procedures to eliminate the requirement that consents bear the date of signature and to clarify that the 60-day delivery period begins on the first date a consent is delivered to the corporation.

• Expands merger and consolidation provisions to permit Delaware corporations to merge with entities formed under non-U.S. jurisdiction laws, provided those jurisdictions do not prohibit such transactions, and standardizes terminology used across merger statutes.

• Simplifies annual reporting requirements for both domestic and foreign corporations doing business in Delaware by streamlining the information required to be disclosed to the Secretary of State.