# Delaware SS 1 for SB 21: AN ACT TO AMEND TITLE 8 OF THE DELAWARE CODE RELATING TO THE GENERAL CORPORATION LAW. Delaware SS 1 for SB 21, AN ACT TO AMEND TITLE 8 OF THE DELAWARE CODE RELATING TO THE GENERAL CORPORATION LAW., is a 153rd General Assembly (2024–2026) Senate bill sponsored by Bryan Townsend (Democratic); status signed, last action 2025-03-25 (Signed by Governor) (as of 2026-10-19). - Canonical: https://policyrisk.com/state-bill/DE-SS1FORSB21-153 - As of: 2026-10-19 - Plain-text twin of the page above; the HTML and this file carry the same facts. ## Facts - Bill: Delaware SS 1 for SB 21 - State: Delaware - Session: 153rd General Assembly (2024–2026) - Title: AN ACT TO AMEND TITLE 8 OF THE DELAWARE CODE RELATING TO THE GENERAL CORPORATION LAW. - Status: signed - Chamber: Senate - Introduced: 2025-03-12 - Last action: 2025-03-25, Signed by Governor - Sponsor: Bryan Townsend (Democratic) - Cosponsors: 12 - Touches household money: no - Roll calls: 2 (52 yes, 7 no in all) - Economic provisions PRIA read: 6 ## Summary No summary available. ## Bill overview: provisions PRIA read - Directors can inspect broader company records: benefit, low. Directors can inspect the company’s stock ledger, stockholder list, books, and other corporate records. Their purpose must reasonably relate to their role as directors. The Court of Chancery alone decides disputes over this access. The company must prove that a challenged inspection has an improper… - Stockholders can seek additional company records: benefit, low. The Court of Chancery can order substitute records when a company lacks certain required records. These include board or committee minutes and actions, financial statements, and independence questionnaires. Substitutes must be necessary and essential to the stockholder’s proper purpose. For records… - Investors lose some controlling-owner damage claims: cost, low. Stockholders cannot collect monetary damages from controlling stockholders or control-group members solely for breaching the duty of care. This protection applies when those owners act in their controlling-owner role. It does not cover loyalty breaches, bad faith, intentional misconduct, knowing la… - Company insiders gain shields against lawsuits: mixed, low. The law protects directors and officers from damages and court-ordered relief over qualifying deals involving their own interests. A deal qualifies through informed approval by disinterested directors, informed and unpressured stockholder approval, or fairness to the company and stockholders. Direc… - Controlling owners gain deal lawsuit protections: mixed, low. Qualifying deals involving controlling stockholders or control groups are protected from damages and court-ordered relief against covered participants. For deals that do not take the company private, one route is enough: committee approval, disinterested-stockholder approval, or fairness. The commi… - Stockholders get defined records with limits: mixed, low. The law lists company records stockholders can request, including the charter, bylaws, board and committee minutes, and board materials. It also includes stockholder meeting minutes and written consents, stockholder communications, and annual financial statements from the preceding 3 years. Covered… ## Sponsors and cosponsors - Sponsor: Bryan Townsend (Democratic), Senate - Cosponsor: Timothy D. Dukes (Republican), House - Cosponsor: Krista Griffith (Democratic), House - Cosponsor: Kerri Evelyn Harris (Democratic), House - Cosponsor: Gerald W. Hocker (Republican), Senate - Cosponsor: Russell Huxtable (Democratic), Senate - Cosponsor: S. Elizabeth Lockman (Democratic), Senate - Cosponsor: Melissa Minor-Brown (Democratic), House - Cosponsor: Edward S. Osienski (Democratic), House - Cosponsor: Brian Pettyjohn (Republican), Senate - Cosponsor: Ray Seigfried (Democratic), Senate - Cosponsor: David P. Sokola (Democratic), Senate - Cosponsor: Jeffrey N. Spiegelman (Republican), House ## Roll call votes | Date | Chamber | Motion | Result | Yes | No | Other | | --- | --- | --- | --- | --- | --- | --- | | 2025-03-25 | House | Passed (2/3 required) | pass | 32 | 7 | | | 2025-03-13 | Senate | Passed (2/3 required) | pass | 20 | 0 | | ## Actions (16) - 2025-03-25: Signed by Governor (Governor) - 2025-03-25: Passed By House. Votes: 32 YES 7 NO 2 ABSENT (House) - 2025-03-25: Amendment HA 7 to SS 1 - Defeated By House. Votes: 8 YES 31 NO 2 ABSENT (House) - 2025-03-25: Amendment HA 6 to SS 1 - Stricken in House (House) - 2025-03-25: Amendment HA 5 to SS 1 - Defeated By House. Votes: 8 YES 31 NO 2 ABSENT (House) - 2025-03-25: Amendment HA 4 to SS 1 - Defeated By House. Votes: 8 YES 31 NO 2 ABSENT (House) - 2025-03-25: Amendment HA 3 to SS 1 - Defeated By House. Votes: 9 YES 30 NO 2 ABSENT (House) - 2025-03-25: Amendment HA 2 to SS 1 - Defeated By House. Votes: 6 YES 32 NO 1 NOT VOTING 2 ABSENT (House) - 2025-03-25: Amendment HA 1 to SS 1 - Stricken in House (House) - 2025-03-25: Amendment HA 2 to SS 1 - Introduced and Placed With Bill (Senate) - 2025-03-19: Reported Out of Committee (Judiciary) in House with 9 On Its Merits (House) - 2025-03-18: Amendment HA 1 to SS 1 - Introduced and Placed With Bill (Senate) - 2025-03-13: Assigned to Judiciary Committee in House (House) - 2025-03-13: Passed By Senate. Votes: 20 YES 1 ABSENT (Senate) - 2025-03-12: Reported Out of Committee (Judiciary) in Senate with 2 Favorable, 2 On Its Merits (Senate) - 2025-03-12: Adopted in lieu of the original bill SB 21, and Assigned to Judiciary Committee in Senate (Senate) ## Bill text - Current, 2025-03-12: [HTML](https://legis.delaware.gov/json/BillDetail/GenerateHtmlDocument?legislationId=141930&legislationTypeId=6&docTypeId=2) ## Related bills - HS 1 for HB 449: AN ACT TO AMEND TITLE 24 OF THE DELAWARE CODE RELATING TO THE DIETITIAN/NUTRITIONIST LICENSURE ACT. (passed house) - HB 357: AN ACT TO AMEND TITLES 10 AND 13 OF THE DELAWARE CODE RELATING TO THE DUTY TO SUPPORT POOR PERSONS. (signed) - SB 231: AN ACT TO AMEND TITLE 14 OF THE DELAWARE CODE RELATING TO SCHOOL SOCIAL WORKERS. (vetoed) - SB 279: AN ACT TO AMEND TITLE 14 OF THE DELAWARE CODE RELATING TO SCHOOL-BASED OCCUPATIONAL THERAPISTS. (vetoed) - HB 393: AN ACT TO AMEND TITLE 26 OF THE DELAWARE CODE RELATING TO PROTECTIONS FOR PUBLIC UTILITY CONSUMERS. (vetoed) - HB 356: AN ACT TO AMEND TITLE 16 OF THE DELAWARE CODE RELATING TO PFAS IN FIREFIGHTING FOAM AND EQUIPMENT. (failed) ## Sources - [Current (HTML)](https://legis.delaware.gov/json/BillDetail/GenerateHtmlDocument?legislationId=141930&legislationTypeId=6&docTypeId=2) ## Related - [HS 1 for HB 449: AN ACT TO AMEND TITLE 24 OF THE DELAWARE CODE RELATING TO THE DIETITIAN/NUTRITI…](https://policyrisk.com/state-bill/DE-HS1FORHB449-153) - [HB 357: AN ACT TO AMEND TITLES 10 AND 13 OF THE DELAWARE CODE RELATING TO THE DUTY TO S…](https://policyrisk.com/state-bill/DE-HB357-153) - [SB 231: AN ACT TO AMEND TITLE 14 OF THE DELAWARE CODE RELATING TO SCHOOL SOCIAL WORKERS.](https://policyrisk.com/state-bill/DE-SB231-153) - [SB 279: AN ACT TO AMEND TITLE 14 OF THE DELAWARE CODE RELATING TO SCHOOL-BASED OCCUPATI…](https://policyrisk.com/state-bill/DE-SB279-153) - [HB 393: AN ACT TO AMEND TITLE 26 OF THE DELAWARE CODE RELATING TO PROTECTIONS FOR PUBLI…](https://policyrisk.com/state-bill/DE-HB393-153) - [HB 356: AN ACT TO AMEND TITLE 16 OF THE DELAWARE CODE RELATING TO PFAS IN FIREFIGHTING…](https://policyrisk.com/state-bill/DE-HB356-153) - [Delaware bills](https://policyrisk.com/states/delaware/bills) - [Delaware state hub](https://policyrisk.com/states/delaware) - [All state legislation](https://policyrisk.com/state-bills) Source: PRIA, https://policyrisk.com/state-bill/DE-SS1FORSB21-153 (as of 2026-10-19).