December 20, 2016

2016 Revision to Model Business Corporation Act Makes Its Debut

Business Law Section’s Corporate Laws Committee will publish this month the first complete revision to the Model Business Corporation Act (2016 Revision) since 1984. Dozens of members from Corporate Laws have worked on this seminal book, and it is considered one of the most respected books published by the ABA.

The Model Act is a free-standing business corporation statute that can be enacted in its entirety by a state legislature. This Model Act is the basis for the business corporation statute in 32 states and the District of Columbia and is the source for many provisions in the general corporation statutes of other states.

Beginning in 2010, the Corporate Laws Committee has undertaken a thorough review and revision of the Model Act and its Official Comment. This effort has resulted in the adoption and publication of the Model Business Corporation Act (2016 Revision). The 2016 Revision is based on the 1984 version and incorporates the amendments to the Model Act published in supplements regularly thereafter, with changes to both the Act and its Official Comment. Also included are notes on adoption and revised transitional pro­visions that are intended to facilitate legislative consideration in adopting the new version of the Model Act.

“The Committee intends and hopes that the publication of the 2016 Revision will encourage state legislatures—in states that have already adopted all or a substantial part of the Model Act and in other states as well—to consider adopting the Model Act in full and thereby bringing their corporate statutes into line with recent developments in corporate law,” said David Martin, chair of Corporate Laws.

The Corporate Laws Committee’s mission is to adopt amendments to and provide expert commentary on the Model Act.

For more information on the book, click here.