Mar 11, 2025 · Senate Bill 21, in its current form, defines what a controlling shareholder is within a Delaware registered company – and codifies various levels of scrutiny that constrains those controllers’ actions within the company. Under those rules, Musk does not appear to be a controller of Tesla.

Feb 17, 2025 · Under new § 144 (b), a controlling stockholder transaction that does not constitute a “going private transaction” may be entitled to the statutory safe harbor protection if it is approved or recommended, as applicable, by a committee consisting of a majority of disinterested directors or approved or ratified by a majority of the votes cast by th...

4 days ago · Because Senate Bill 21 is changing the Delaware General Corporation Law, it must pass a two-thirds majority, which in the House is 28 members. That means that opponents would have to successfully convince 14 representatives to oppose it – a high hurdle considering the bill is likely to receive full support from the chamber’s 14 Republicans.

Mar 13, 2025 · Senate Bill 21 would make changes in Delaware's incorporation laws, which have helped to make The First State the corporate home for 2.2-million registered entities. Franchise revenues make up ...

Mar 13, 2025 · Senate Bill 21 now heads to the Delaware House of Representatives, where two lawmakers have told Spotlight Delaware they expect to see opposition to the bill. “I am not surprised that this bill sailed through the Senate and I look forward to it getting a robust debate in the people’s House,” Rep. Madinah Wilson-Anton (D-Bear) said.

6 days ago · SB 21 is an unconstitutional attempt to strip the Court of Chancery of its authority and alter traditional Delaware law. Delaware corporate law should be determined by current...

Mar 12, 2025 · The Council of Institutional Investors (CII or Council) writes to respectfully express our opposition to the enactment of Delaware Senate Bill 21 in its current form (SB 21).

6 days ago · The Senate approved SB 21 on March 13, 23 days after it was first introduced. But some argue the 2025 process deviates from prior years' in key ways. For one, a bill that's historically been ...

Mar 6, 2025 · On March 3, a committee of the Delaware State Bar Association (DSBA) announced revisions to Senate Bill 21 (SB 21) aimed at paring back some of the proposed protections seen as too...

Thursday, March 13, 2025: Senate Floor debate and vote on SB 21 took place, and the archived livestream is available here. The Senate passed SS 1 to SB 21 by a vote of 20-0. A draft transcript of the hearing is available here.