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TX HB4518
Bill
Status
5/15/2025
Primary Sponsor
David Cook
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AI Summary
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Creates a new legal entity type called "decentralized unincorporated nonprofit associations" (DUNAs) requiring at least 100 members joined for a common nonprofit purpose, with governance that can operate through blockchain technology and smart contracts
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Establishes that members and administrators are not personally liable for association debts or obligations solely by virtue of their membership or administrative role, and members do not owe fiduciary duties to the association
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Allows associations to govern through distributed ledger technology, including using smart contracts for voting on proposals, software upgrades, and governance changes, with membership interests being freely transferable unless governing principles state otherwise
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Prohibits distribution of profits or dividends to members but permits reasonable compensation for services, expense reimbursement, and payments for voting and participation activities
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Provides for dissolution when membership falls below 100 members, by member vote, by governing principles, or by court order, with remaining assets distributed according to governing principles or proportionally to members' interests
Legislative Description
Relating to the formation of decentralized unincorporated nonprofit associations and the use of distributed ledger or blockchain technology for certain business purposes; authorizing fees.
Property Interests
Last Action
Left pending in committee
5/23/2025