Client Alert

Public Company Update: 2023 DGCL Amendments Now Effective

August 01, 2023

By Sean Donahue,Eduardo Gallardo,& Spencer Francis Young

On August 1, 2023, the Delaware legislature’s most recent amendments to the Delaware General Corporation Law became effective. The amendments include a number of changes designed to simplify pertinent matters for Delaware corporations, particularly those that are publicly traded or are seeking to go public in the future. Significant changes include: reducing the stockholder vote required by public company stockholders to approve an amendment to the certificate of incorporation to implement a reverse stock split or an increase or decrease to the number of authorized shares of a class of stock; enabling corporations to implement a forward stock split (and any necessary proportional increase in authorized stock incident thereto) without stockholder approval; and streamlining the process to ratify defective corporate acts.

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Practice Areas

Securities and Capital Markets

Mergers and Acquisitions

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Image: Sean Donahue
Sean Donahue

Partner, Corporate Department

Image: Eduardo Gallardo
Eduardo Gallardo

Partner, Corporate Department

Image: Spencer Francis Young
Spencer Francis Young

Senior Practice Group Attorney

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