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VA HB316

Bill

Status

Engrossed

2/3/2026

Primary Sponsor

Patrick Hope

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Origin

House of Delegates

2026 Regular Regular Session

AI Summary

  • 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.

  • 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.

  • 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.

  • Removes the fee for initial registration of a corporate name while retaining the $25 fee for renewal of corporate name registration.

  • 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

Committee Referrals

Commerce and Labor2/5/2026
Labor and Commerce: Subcommittee #11/19/2026
Labor and Commerce1/9/2026

Full Bill Text

No bill text available