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VA HB316
Bill
Status
2/3/2026
Primary Sponsor
Patrick Hope
Click for details
AI Summary
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Amends the Virginia Stock Corporation Act by modifying 18 existing code sections and adding two new sections (§ 13.1-689.1 and § 13.1-741.2) related to corporate governance and procedures.
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Clarifies the definition of "disinterested director" to specify that nomination by defendants in derivative proceedings or persons against whom action is demanded does not automatically disqualify a director from being considered disinterested.
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Updates registered agent requirements so that an individual serving as initial registered agent must be designated as a director in the initial articles of incorporation or be a member of the Virginia State Bar.
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Removes the fee for initial registration of a corporate name while retaining the $25 fee for renewal of corporate name registration.
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Modifies bylaw provisions to replace "derivative action or proceeding" with "derivative proceeding" for consistency in language regarding internal corporate claims and forum selection clauses.
Legislative Description
Virginia Stock Corporation Act; changes to Act.
Last Action
Senate amendments agreed to by House (97-Y 0-N 0-A)
3/12/2026