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Capital IconMinnesota Legislature

HF 2835

as introduced - 92nd Legislature (2021 - 2022) Posted on 01/31/2022 10:53am

KEY: stricken = removed, old language.
underscored = added, new language.
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A bill for an act
relating to corporations; allowing for the use of electronic networks and databases
to record stock ownership and other records; amending Minnesota Statutes 2020,
sections 302A.011, subdivision 60; 302A.015, subdivision 1; 302A.461, subdivision


Section 1.

Minnesota Statutes 2020, section 302A.011, subdivision 60, is amended to

Subd. 60.

Electronic communication.

"Electronic communication" means any form of
communication, not directly involving the physical transmission of paper, that creates a
record that may be retained, retrieved, and reviewed by a recipient of the communication,
and that may be directly reproduced in paper form by the recipient through an automated text begin Electronic communication includes but is not limited to the use of or participation
in (1) an electronic network or database, or (2) a distributed electronic network or database.
new text end

Sec. 2.

Minnesota Statutes 2020, section 302A.015, subdivision 1, is amended to read:

Subdivision 1.


(a) For purposes of this section, the words, terms, and phrases
defined in this subdivision have the meanings given them.

(b) "Electronic" means relating to technology having electrical, digital, magnetic, wireless,
optical, electromagnetic, or similar capabilities.

(c) "Electronic record" means a record created, generated, sent, communicated, received,
or stored by electronic meansnew text begin, including but not limited to (1) an electronic network or
database, or (2) a distributed electronic network or database
new text end.

(d) "Electronic signature" means an electronic sound, symbol, or process attached to or
logically associated with a record and executed or adopted by a person with the intent to
sign the record.

Sec. 3.

Minnesota Statutes 2020, section 302A.461, subdivision 6, is amended to read:

Subd. 6.

Computerized records.

The records maintained by a corporation, including
its share register, financial records, and minute books, may utilize any information storage
technique, including, for example, new text beginelectronic records, new text endpunched holes, printed or magnetized
spots, or micro-images, even though that makes them illegible visually, if the records can
be converted accurately and within a reasonable time, into a form that is legible visually
and whose contents are assembled by related subject matter to permit convenient use by
people in the normal course of business. A corporation shall convertnew text begin or preparenew text end any of the
records referred to in subdivision 4 upon the request of a person entitled to inspect them,
and the expense of the conversion shall be borne by the person who bears the expense of
copying pursuant to subdivision 5. A copy of the conversionnew text begin or preparationnew text end is admissible
in evidence, and shall be accepted for all other purposes, to the same extent as the existing
or original records would be if they were legible visually.