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SF 2575 Senate Long Description

1E Relating to business organizations

ARTICLE 1 - TECHNICAL AMENDMENTS TO THE BUSINESS CORPORATIONS ACT

Modifying certain definitions, allowing statutory provisions modifications in shareholder control agreements and clarifying scope of shareholder control agreements, clarifying board meeting presence in person, permitting articles of a domestic corporation of a non publicly held corporation to confer certain voting powers on directors and requiring shareholder approval, modifying proxy termination procedure, clarifying special legal counsel requirements and dissolution methods, allowing directors to authorize and commence dissolutions

ARTICLE 2 - TECHNICAL AMENDMENTS TO THE LIMITED LIABILITY COMPANY ACT AND THE UNIFORM LIMITED PARTNERSHIP ACT OF 2001

Clarifying application to existing relationships, modifying the definition of notice for limited liability companies, clarifying a member requirement, action without a meeting notice and liability, board meeting presence in person, committee membership, special legal counsel requirements and dissolution methods, allowing governors to authorize and commence dissolutions, modifying proxy termination procedure

ARTICLE 3 - NONPROFIT LIMITED LIABILITY COMPANIES

Defining and authorizing the formation of nonprofit limited liability companies and specifying status as nonprofit limited liability company, limitations on pecuniary gain and distributions, membership limitations, purposes and conduct and nonprofit corporation regulation applicability, clarifying domestic limited liability company conversion, clarifying certificate of authority authorization for foreign limited liability companies and attorney general authority and notice
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