Duly Noted

ABA?resource center supports Model Business Corporation Act

The Corporate Laws Committee of the American Bar Association Business Law Section has established a Model Business Corporation Act Resource Center, a web-based tool that provides easy, public access to the current version of the Model Business Corporation Act (MBCA).

The MBCA is a model act promulgated and periodically amended by the section’s Corporate Laws Committee. It provides a modern body of statutory corporate law that is regularly updated by the committee based on judicial decisions, recent legislative enactments and other legal and technological developments. The MBCA dates to 1950, and 36 states have adopted it.

The new resource center allows for material in downloadable, searchable formats and offers various other resource materials related to the MBCA. The well-organized and clearly written statute for business (stock) corporations covers such areas as formation, governance and director conduct and liability. It is based on a straightforward, prescriptive approach to statutory corporate law, which is particularly ideal for jurisdictions that do not have a fully developed body of common law or the resources to keep abreast of corporate law trends and developments as they emerge.

The center is designed as the first stop for anyone seeking information on the current or previous versions of the MBCA.

The resource center includes, as examples, a map showing the jurisdictions that have enacted the MBCA, an “Enactment Toolkit” to assist jurisdictions seeking to adopt the MBCA or update an earlier version of the MBCA or other statutory corporate law. It also has historical and other educational materials.

The new web page (www.americanbar.org/groups/business_law/resources/model-business-corporation-act) includes a curated bibliography of law review articles on the MBCA since its adoption nearly 75 years ago as well as various white papers produced by the committee.

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