SENATE BILL NO. 244
AN ACT TO AMEND TITLE 8 OF THE DELAWARE CODE RELATING TO THE GENERAL CORPORATION LAW.
BE IT ENACTED BY THE GENERAL ASSEMBLY OF THE STATE OF DELAWARE (Two-thirds of all members elected to each house thereof concurring therein):
Section 1. Amend Section 219(a), Title 8, Delaware Code, by deleting in the fifth sentence the word "inspected" and inserting in lieu thereof, the word "examined".
Section 2. Amend Section 219(b), Title 8, Delaware Code, by deleting the text thereof in its entirety and inserting in lieu thereof, the following:
“If the corporation, or an officer or agent thereof, refuses to permit examination of the list by a stockholder, such stockholder may apply to the Court of Chancery for an order to compel the corporation to permit such examination. The burden of proof shall be on the corporation to establish that the examination such stockholder seeks is for a purpose not germane to the meeting. The Court may summarily order the corporation to permit examination of the list upon such conditions as the Court may deem appropriate, and may make such additional orders as may be appropriate, including, without limitation, postponing the meeting or voiding the results of the meeting.”
Section 3. Amend Section 225(b), Title 8, Delaware Code, by inserting after the phrase “capital stock,” as found in the first sentence thereof, the phrase "or upon application of the corporation itself,".
Approved June 26, 2008