Delaware Enacts Amendments to DGCL

Practical Law Legal Update 7-520-7412 (Approx. 3 pages)

Delaware Enacts Amendments to DGCL

by PLC Corporate & Securities

Published on 02 Aug 2012 • Delaware

Amendments to the Delaware General Corporation Law (DGCL) took effect on August 1, 2012.

On August 1, 2012, House Bill #342 took effect in Delaware, amending the Delaware General Corporation Law (DGCL). This legislation reflects the state's practice of periodically amending the Delaware Code to keep it current. These amendments, among other things:

Add new requirements to provide:
- the type of entity either involved in a merger or converting to a Delaware corporation;
- the name and address of a corporation's registered agent; and
- for the reinstatement of a foreign qualification when it has been forfeited for failure to appoint a registered agent.
Clarify:
- the types of entities that may serve as registered agents for foreign corporations that are qualified to do business in Delaware;
- that the address provided for service of process may not be that of the corporation's registered agent without the written consent of the registered agent; and
- that, in a certificate of renewal and revival of charter filed with the Delaware Secretary of State, the address of the registered office of the corporation in Delaware must be stated in accordance with Section 131(c) of the DGCL.

All amendments took effect on August 1, 2012 with the exception of the amendment on the reinstatement of foreign qualification, which will take effect on August 1, 2013.

For relevant resources on Delaware corporations, see Standard Documents:

Delaware Enacts Amendments to DGCL | Practical Law