l9n/ Mississippi

2011 Regular Session

Senate Bill 2699

Model Business Corporation Act; amend to conform Mississippi Act to Uniform Act.

Did not become law. It stopped in the Senate's Judiciary, Division A Committee on February 10, 2011. The 2011 session has ended.

What it does

The synopsis the Legislature published with the bill.

AN ACT TO AMEND SECTION 79-4-1.22, MISSISSIPPI CODE OF 1972, TO CLARIFY FEES CHARGED AND COLLECTED BY THE SECRETARY OF STATE UNDER THE BUSINESS CORPORATION ACT; TO AMEND SECTION 79-4-1.25, MISSISSIPPI CODE OF 1972, TO REVISE THE TIME IN WHICH THE SECRETARY OF STATE MUST DELIVER NOTICE OF A REFUSAL TO FILE A DOCUMENT; TO AMEND SECTION 79-4-1.29, MISSISSIPPI CODE OF 1972, TO REVISE THE FINE FOR KNOWINGLY SIGNING A FALSE DOCUMENT; TO AMEND SECTION 79-4-1.40, MISSISSIPPI CODE OF 1972, TO REVISE DEFINITIONS; TO AMEND SECTION 79-4-1.41, MISSISSIPPI CODE OF 1972, TO REVISE FORMS OF NOTICE CONSIDERED SUFFICIENT UNDER THE ACT; TO AMEND SECTION 79-4-4.01, MISSISSIPPI CODE OF 1972, TO REVISE REQUIREMENTS PERTAINING TO CORPORATION NAMES; TO AMEND SECTION 79-4-4.02, MISSISSIPPI CODE OF 1972, TO REVISE RESERVATION OF A CORPORATE NAME; TO AMEND SECTION 79-4-5.01, MISSISSIPPI CODE OF 1972, TO CLARIFY THE REQUIREMENT OF A REGISTERED AGENT FOR SERVICE OF PROCESS; TO AMEND SECTION 79-4-5.02, MISSISSIPPI CODE OF 1972, TO CLARIFY THE CHANGING OF A REGISTERED AGENT; TO AMEND SECTION 79-4-6.20, MISSISSIPPI CODE OF 1972, TO MAKE A TECHNICAL REVISION TO THE PROVISION DEALING WITH SUBSCRIPTION OF SHARES; TO AMEND SECTION 79-4-7.04, MISSISSIPPI CODE OF 1972, TO REVISE THE ELECTRONIC TRANSMISSION OF CONSENT TO AN ACTION; TO AMEND SECTION 79-4-7.05, MISSISSIPPI CODE OF 1972, TO PROVIDE FOR REMOTE PARTICIPATION; TO CREATE SECTION 79-4-7.09, MISSISSIPPI CODE OF 1972, TO PROVIDE FOR ELECTRONIC SHAREHOLDER MEETINGS; TO AMEND SECTION 79-4-7.22, MISSISSIPPI CODE OF 1972, TO ALLOW ELECTRONIC APPOINTMENT OF A PROXY; TO AMEND SECTION 79-4-7.42, MISSISSIPPI CODE OF 1972, TO CLARIFY THE DATE OF DELIVERY OF A WRITTEN DEMAND; TO AMEND SECTION 79-4-8.01, MISSISSIPPI CODE OF 1972, TO CLARIFY THE EXERCISE OF POWER BY THE BOARD OF DIRECTORS; TO AMEND SECTION 79-4-8.05, MISSISSIPPI CODE OF 1972, TO CLARIFY THE EXPIRATION OF TERMS OF THE BOARD OF DIRECTORS; TO AMEND SECTION 79-4-8.06, MISSISSIPPI CODE OF 1972, TO CLARIFY THE STAGGERING OF TERMS OF THE BOARD OF DIRECTORS; TO AMEND SECTION 79-4-8.07, MISSISSIPPI CODE OF 1972, TO CLARIFY THE RESIGNATION OF DIRECTORS; TO AMEND SECTION 79-4-8.10, MISSISSIPPI CODE OF 1972, TO CLARIFY THE FILLING OF VACANCIES ON THE BOARD OF DIRECTORS; TO AMEND SECTION 79-4-8.24, MISSISSIPPI CODE OF 1972, TO CLARIFY THE PRESUMPTION OF ASSENT TO CORPORATE ACTIONS; TO AMEND SECTION 79-4-8.26, MISSISSIPPI CODE OF 1972, TO CLARIFY THE SUBMISSION OF A MATTER TO THE SHAREHOLDERS FOR A VOTE WHEN THE ACTION IS NOT RECOMMENDED BY THE BOARD; TO AMEND SECTION 79-4-8.31, MISSISSIPPI CODE OF 1972, TO REVISE THE POTENTIAL LIABILITY OF A DIRECTOR; TO AMEND SECTION 79-4-8.50, MISSISSIPPI CODE OF 1972, TO REVISE DEFINITIONS; TO AMEND SECTION 79-4-8.53, MISSISSIPPI CODE OF 1972, TO CLARIFY PAYMENT OF EXPENSES OF LITIGATION; TO AMEND SECTION 79-4-8.60, MISSISSIPPI CODE OF 1972, TO REVISE DEFINITIONS; TO AMEND SECTION 79-4-11.01, MISSISSIPPI CODE OF 1972, TO REVISE DEFINITIONS; TO AMEND SECTION 79-4-11.06, MISSISSIPPI CODE OF 1972, TO CLARIFY FILING OF ARTICLES OF INCORPORATION; TO AMEND SECTION 79-4-11.08, MISSISSIPPI CODE OF 1972, TO CLARIFY ABANDONMENT OF A PLAN OF MERGER OR SHARE EXCHANGE; TO AMEND SECTION 79-4-13.20, MISSISSIPPI CODE OF 1972, TO CLARIFY CERTAIN NOTICES TO SHAREHOLDERS; TO AMEND SECTION 79-4-13.21, MISSISSIPPI CODE OF 1972, TO CLARIFY ASSENT TO AN ACTION TO ASSERT APPRAISAL RIGHTS; TO AMEND SECTION 79-4-13.22, MISSISSIPPI CODE OF 1972, TO REVISE THE FORM OF NOTICE OF AN ACTION REQUIRING APPRAISAL RIGHTS; TO AMEND SECTION 79-4-14.21, MISSISSIPPI CODE OF 1972, TO REVISE NOTICE OF DISSOLUTION; TO AMEND SECTION 79-4-14.22, MISSISSIPPI CODE OF 1972, TO REVISE REINSTATEMENT; TO AMEND SECTION 79-4-15.01, MISSISSIPPI CODE OF 1972, TO REVISE THE ACTIVITIES REQUIRING CERTIFICATE; TO AMEND SECTION 79-4-15.02, MISSISSIPPI CODE OF 1972, TO CLARIFY THE TRANSACTION OF BUSINESS WITHOUT AUTHORITY; TO AMEND SECTION 79-4-15.06, MISSISSIPPI CODE OF 1972, TO REVISE THE REQUIREMENTS THAT APPLY TO A CORPORATE NAME; TO AMEND SECTION 79-4-15.07, MISSISSIPPI CODE OF 1972, TO REVISE THE REQUIREMENT OF A REGISTERED AGENT FOR SERVICE; TO AMEND SECTION 79-4-15.08, MISSISSIPPI CODE OF 1972, TO CLARIFY THE CHANGE OF A REGISTERED AGENT; TO AMEND SECTION 79-4-15.31, MISSISSIPPI CODE OF 1972, TO REVISE REVOCATION OF A FOREIGN CORPORATION'S CERTIFICATE OF AUTHORITY; TO AMEND SECTION 79-4-16.01, MISSISSIPPI CODE OF 1972, TO CLARIFY REQUIRED RECORD KEEPING; TO AMEND SECTION 79-4-16.02, MISSISSIPPI CODE OF 1972, TO CLARIFY A SHAREHOLDER'S RIGHT OF INSPECTION; TO AMEND SECTION 79-4-16.06, MISSISSIPPI CODE OF 1972, TO CLARIFY NOTICE TO SHAREHOLDERS; TO AMEND SECTION 79-4-16.20, MISSISSIPPI CODE OF 1972, TO CLARIFY THE ANNUAL FINANCIAL STATEMENT REQUIREMENT; TO REPEAL SECTION 79-4-16.21, MISSISSIPPI CODE OF 1972, DEALING WITH THE REPORTING OF THE INDEMNIFICATION OF OR EXPENSE ADVANCES TO A DIRECTOR AND CERTAIN SHARE ISSUES BY THE CORPORATION; TO CREATE SECTION 79-4-17.05, MISSISSIPPI CODE OF 1972, TO PROVIDE FOR THE RELATION OF THE ACT TO THE FEDERAL ELECTRONIC SIGNATURES ACT; AND FOR RELATED PURPOSES.

Sponsors

Who carried the bill in each chamber, and who signed on. Each name leads to the member's page.

In the Senate

Its course

January 17 to February 10, 2011, on one scale. In the top row each mark is a day something happened; taller marks are busier days.

Each committee stop sits inside its chamber.

Every action5 actions on 3 days

In the SenateJan 17 to Feb 10 · stopped24 days

Judiciary, Division AJan 17 to Feb 115 days

Judiciary, Division AFeb 10 to Feb 10 · stopped0 days

Amendments

Each amendment offered, and what became of it.

  • Senate floor amendmentAdopted

    Adopted Feb 10

Text

Each version as the Legislature printed it.

l9n doesn't hold this bill's text yet.

What happened

In l9n's words, one line for each step. Every action as the Legislature published it is below.

In the Senate Jan 17 – Feb 10

  1. Referred to the Senate committee on Judiciary, Division A
  2. Reported from committee in the Senate: title sufficient, do pass
  3. Amended in the Senate
  4. Recommitted to committee in the Senate
  5. Died in committee in the Senate
All 5 actions, as published