DE SB243 | 2015-2016 | 148th General Assembly
Status
Completed Legislative Action
Spectrum: Moderate Partisan Bill (Democrat 11-3)
Status: Passed on July 13 2016 - 100% progression
Action: 2016-07-13 - Signed by Governor
Text: Latest bill text (Engrossed) [HTML]
Spectrum: Moderate Partisan Bill (Democrat 11-3)
Status: Passed on July 13 2016 - 100% progression
Action: 2016-07-13 - Signed by Governor
Text: Latest bill text (Engrossed) [HTML]
Summary
This bill makes the following changes to Delaware Statutory Trust Act (the “Act”) to keep it current and to maintain its national preeminence. The following is a section-by-section review of the proposed amendments of the Act. Section 1. This section amends 3801(g) of the Act to provide that a statutory trust may opt out of separate legal entity status if provided in the certificate of trust and the governing instrument of such statutory trust. Section 2. This section amends 3804(a) of the Act to confirm and clarify two propositions. First, neither the fourth sentence of 3804(a) nor any language in a governing instrument or certificate of trust that is included pursuant to that fourth sentence shall be construed as restricting a statutory trust on behalf of a series from agreeing to be liable for any or all of the debts, liabilities, obligations and expenses incurred, contracted for or otherwise existing with respect to the statutory trust generally or any other series thereof, or restricting a statutory trust from agreeing to be liable for any or all of the debts, liabilities, obligations or expenses incurred, contracted for or otherwise existing with respect to a series. Second, any reference to assets of a series includes assets associated with a series and any reference to assets associated with a series includes assets of a series. The final sentence amends 3804(a) of the Act to confirm and clarify that a statutory trust which has established series may take specified actions in the name of such series unless otherwise provided in the governing instrument. Section 3. This section amends 3806(i) of the Act to confirm and clarify that if so stated in the governing instrument of a statutory trust, the delegation by a trustee to one or more other persons of such trustee’s rights and powers to manage and control the business and affairs of the statutory trust can be made irrevocable. Section 4. This section amends 3806 of the Act to add a new subsection which provides that trustees of statutory trusts registered as investment companies under the 1940 Act will have the same fiduciary duties as directors of private corporations for profit organized under the general corporation law of the State unless otherwise provided in the governing instrument. This amendment codifies, with respect to such trustees, the historical Delaware rule that generally affords the protection of the business judgment rule to the conduct and decisions of the board (or other manager) of a Delaware business entity. The amendment does not imply that such protection is inapplicable to trustees or other persons of statutory trusts that are not registered as investment companies under the 1940 Act. Section 5. This section amends 3808(c) of the Act to modify and provide additional means by which a dissolution of a statutory trust may be revoked. Section 6. This section amends 3810(a) of the Act to provide that a statutory trust may opt out of separate legal entity status if provided in the certificate of trust and the governing instrument of such statutory trust; and to confirm and clarify that the formation of a statutory trust is not invalid as a result of the sequence in which the certificate of trust is filed and the governing instrument is adopted by the statutory trust. Section 7. This section amends 3811(d) of the Act to provide for the manner in which a proxy relating to a statutory trust may be made irrevocable under the governing instrument. Section 8. This section amends 3813 of the Act to limit the form of copies of public records to be supplied by the Secretary of State upon request and payment of fees under this section to photocopies or electronic images. Section 9. This section amends 3819 of the Act to confirm that a beneficial owner and a trustee of a statutory trust may make a books and records request in person or by attorney or other agent. Section 10. This section provides that the proposed amendments of the Act shall become effective August 1, 2016.
Title
An Act To Amend Chapter 38, Title 12 Of The Delaware Code Relating To The Creation, Regulation, Operation And Dissolution Of Domestic Statutory Trusts.
Sponsors
Roll Calls
2016-06-30 - Senate - Senate Third Reading (Y: 19 N: 0 NV: 0 Abs: 2) [PASS]
2016-06-28 - House - House Third Reading (Y: 37 N: 0 NV: 0 Abs: 4) [PASS]
2016-06-28 - House - House Third Reading (Y: 37 N: 0 NV: 0 Abs: 4) [PASS]
History
| Date | Chamber | Action |
|---|---|---|
| 2016-07-13 | House | Signed by Governor |
| 2016-06-30 | Senate | Passed by Senate. Votes: Passed 19 YES 0 NO 0 NOT VOTING 2 ABSENT 0 VACANT |
| 2016-06-28 | House | Passed by House of Representatives. Votes: Passed 37 YES 0 NO 0 NOT VOTING 4 ABSENT 0 VACANT |
| 2016-06-28 | House | Amendment HA 1 - Passed in House by Voice Vote |
| 2016-06-15 | House | Amendment HA 1 - Introduced and Placed With Bill |
| 2016-06-08 | House | Reported Out of Committee (ECONOMIC DEVELOPMENT/BANKING/INSURANCE/COMMERCE) in House with 9 On Its Merits |
| 2016-05-17 | House | Introduced and Assigned to Economic Development/Banking/Insurance/Commerce Committee in House |
| 2016-05-12 | Senate | Passed by Senate. Votes: Passed 18 YES 0 NO 0 NOT VOTING 3 ABSENT 0 VACANT |
| 2016-05-11 | Senate | Reported Out of Committee (JUDICIARY) in Senate with 4 On Its Merits |
| 2016-05-03 | Senate | Assigned to Judiciary Committee in Senate |
