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MS SB2699
Bill
Status
2/10/2011
Primary Sponsor
Joey Fillingane
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AI Summary
SB 2699 Summary
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Amends Mississippi's Business Corporation Act to modernize and align with the Model Business Corporation Act, affecting corporate governance, shareholder meetings, and administrative procedures.
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Clarifies and expands electronic communication provisions by authorizing electronic transmission of notices, consents, and proxy appointments; permits remote participation in shareholder meetings with board authorization.
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Revises director liability standards by clarifying the burden of proof and conduct standards, including provisions for sustained failure to provide oversight and receipt of unauthorized financial benefits.
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Updates corporate name reservation, registered agent requirements, and merger/dissolution procedures; adds provisions for cancellation of reserved names and clarifies reinstatement procedures following administrative dissolution or revocation.
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Modifies foreign corporation requirements, shareholder inspection rights, and financial statement delivery obligations; repeals reporting requirements for director indemnification and expense advances; establishes compliance with federal electronic signatures law.
Legislative Description
Model Business Corporation Act; amend to conform Mississippi Act to Uniform Act.
Last Action
Died In Committee
2/10/2011