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Amend Business Corporations Act

PassedHouse

Ch. SL 2025-332025-07-01

113 Yea0 Nay2025-06-25

This bill makes multiple changes to North Carolina business and estate law. It allows corporations to limit director and officer liability, permits shareholders to bring certain corporate disputes in specific courts, restricts how corporations can issue certain securities, clarifies procedures for shareholder lawsuits against corporations, and updates estate and trust laws regarding wills, electronic will storage by attorneys, spousal and children's allowances, and trust contests.

  • Supporters argue these changes modernize North Carolina law to match other states, making the state more attractive for business.
  • They say liability protections help retain qualified directors and officers, electronic will storage protects important documents from loss, updated trust procedures provide clearer rules for families, and increased spousal and children's allowances better support surviving families after death.
  • Opponents contend that limiting director and officer liability may reduce accountability for wrongdoing, electronic will storage could create security and authentication concerns, and increased allowances require more estate funds that could go to other creditors or beneficiaries.
  • Some worry the liability protections may be used to shield executives from justified legal claims.

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