CHAPTER 263

FORMERLY

SENATE BILL NO. 326

AN ACT TO AMEND CHAPTER 1, TITLE 8, SECTION 218, DELAWARE CODE, RELATING TO VOTING TRUSTS AND OTHER VOTING AGREEMENTS.


BE IT ENACTED BY THE GENERAL ASSEMBLY OF THE STATE OF DELAWARE (Two-Thirds of all members elected to each house of the General Assembly concurring therein):

Section 1. Amend Section 218(a), Chapter 1, Title 8, Delaware Code, by deleting the words One or more stockholders" appearing at the beginning thereof and inserting in lieu thereof the words One stockholder or two or more stockholders".

Section 2. Amend Section 218(a), Chapter 1, Title 8, Delaware Code, by deleting the clause "not exceeding 10 years," appearing in the first sentence thereof.

Section 3. Amend Section 218(b), Chapter 1, Title 8, Delaware Code, by deleting such subsection in its entirety and inserting in lieu thereof the following: "(b) Any amendment to a voting trust agreement shall be made by a written agreement, a copy of which shall be filed in the registered office of the corporation in this State."

Section 4. Amend Section 218(c), Chapter 1, Title 8, Delaware Code, by deleting the second sentence thereof in its entirety.

Section 5. Amend Section 218, Chapter 1, Title 8, Delaware Code, by deleting subsection (d) thereof in its entirety.

Section 6. Amend Section 218, Chapter 1, Title 8, Delaware Code, by relettering subsection (e) thereof to become subsection (d) thereof.

Section 7. This Act shall become effective on July 1, 1994, provided that it shall not apply to any voting trust agreement or voting agreement entered into, or any amendment thereto entered into, prior to such effective date unless and only to the extent that (i) such voting trust agreement, voting agreement or amendment thereto, as the same may have been extended, has not expired as of such effective date, and (ii) such voting trust agreement, voting agreement or amendment thereto provides that it will or may last beyond the 10 year period formerly permitted under § 218 and expressly indicates that the parties intended to be bound by changes in the law increasing the permitted duration of such agreement or amendment.

Approved June 27, 1994.