VirginiaHB3162026 Regular SessionHouse

Virginia Stock Corporation Act; changes to Act.

Sponsored By: Patrick A. Hope (Democratic)

Signed by Governor

Summary

Virginia Stock Corporation Act. Makes various changes to the Virginia Stock Corporation Act, many of which conform the Act to recent changes to the Model Business Corporation Act produced by the Corporate Laws Committee of the American Bar Association's Business Law Section. Among other things, the bill (i) addresses the authority of a board of directors to delegate authority with respect to the issuance of shares to a committee of the board and one or more of the corporation's officers, (ii) removes the requirement for the cessation of shareholder agreements when a corporation becomes a public corporation, (iii) requires a corporation to maintain in its records certain shareholder agreements, (iv) removes the requirement for a corporation to maintain its financial statements for the three most recent fiscal years, and (v) authorizes a corporation to submit a matter to a vote of its shareholders even if, after approving the matter, the board of directors determines it no longer recommends such matter. This bill is identical to SB 479.

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Bill Overview

No Economic Impacts Identified for this Bill

Sponsors & Cosponsors

Sponsor

  • Patrick A. Hope

    Democratic • House

Cosponsors

There are no cosponsors for this bill.

Roll Call Votes

All Roll Calls

Yes: 493 • No: 1

House vote • 3/12/2026

Senate amendments agreed to by House

Yes: 97 • No: 0

Senate vote • 3/11/2026

Passed Senate with amendments Block Vote

Yes: 39 • No: 0

Senate vote • 3/11/2026

Reconsideration of Senate passage agreed to by Senate Block Vote

Yes: 40 • No: 0

Senate vote • 3/11/2026

Commerce and Labor Amendments agreed to

Yes: 0 • No: 0

Senate vote • 3/11/2026

Passed Senate with amendments Block Vote

Yes: 40 • No: 0

Senate vote • 3/10/2026

Constitutional reading dispensed Block Vote (on 2nd reading)

Yes: 37 • No: 0

Senate vote • 3/10/2026

Passed by for the day Block Vote (Voice Vote)

Yes: 0 • No: 0

Senate vote • 3/9/2026

Reported from Commerce and Labor with amendments

Yes: 14 • No: 0

House vote • 2/4/2026

Passed House Block Vote

Yes: 98 • No: 0

House vote • 2/4/2026

Read third time and passed House Block Vote

Yes: 97 • No: 1

House vote • 1/29/2026

Reported from Labor and Commerce with substitute

Yes: 22 • No: 0

House vote • 1/27/2026

Subcommittee recommends reporting with substitute

Yes: 9 • No: 0

Actions Timeline

  1. Acts of Assembly Chapter text (CHAP0383)

    4/8/2026Governor
  2. Approved by Governor-Chapter 383 (effective 7/1/2026)

    4/8/2026Governor
  3. Fiscal Impact Statement from State Corporation Commission (HB316)

    4/6/2026House
  4. Governor's Action Deadline 11:59 p.m., April 13, 2026

    3/31/2026Governor
  5. Enrolled Bill communicated to Governor on March 31, 2026

    3/31/2026House
  6. Signed by Speaker

    3/31/2026House
  7. Bill text as passed House and Senate (HB316ER)

    3/30/2026House
  8. Enrolled

    3/30/2026House
  9. Signed by President

    3/30/2026Senate
  10. Senate amendments agreed to by House (97-Y 0-N 0-A)

    3/12/2026House
  11. Passed Senate with amendments Block Vote (40-Y 0-N 0-A)

    3/11/2026Senate
  12. Reconsideration of Senate passage agreed to by Senate Block Vote (40-Y 0-N 0-A)

    3/11/2026Senate
  13. Passed Senate with amendments Block Vote (39-Y 0-N 0-A)

    3/11/2026Senate
  14. Commerce and Labor Amendments agreed to

    3/11/2026Senate
  15. Engrossed by Senate as amended

    3/11/2026Senate
  16. Read third time

    3/11/2026Senate
  17. Passed by for the day Block Vote (Voice Vote)

    3/10/2026Senate
  18. Constitutional reading dispensed Block Vote (on 2nd reading) (37-Y 0-N 0-A)

    3/10/2026Senate
  19. Rules suspended

    3/10/2026Senate
  20. Senate committee offered

    3/9/2026Senate
  21. Reported from Commerce and Labor with amendments (14-Y 0-N)

    3/9/2026Senate
  22. Referred to Committee on Commerce and Labor

    2/5/2026Senate
  23. Constitutional reading dispensed (on 1st reading)

    2/5/2026Senate
  24. Passed House Block Vote (98-Y 0-N 0-A)

    2/4/2026House
  25. Reconsideration of passage agreed to by House

    2/4/2026House

Bill Text

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