DC Business Organizations Code Project

 

On October 20, 2009, DC Councilmembers Muriel Bowser and Mary Cheh co-introduced the “District of Columbia Official Code Title 29 (Business Organizations) Enactment Act of 2009” (B18-500). The bill, which has several co-sponsors, would completely revise and recodify the business entity laws of the District of Columbia. Sections that would be re-enacted or added include:  

Business corporations	Limited liability companies
Nonprofit corporations	Cooperative associations
Professional corporations	Statutory trusts
Partnerships and limited partnerships

The purpose of the Code is to create a modern legal environment that will encourage businesses and non-profit organizations alike to organize and locate their operations in the District and that will provide clear and efficient rules for those that do. The bill was prepared by an ad hoc drafting committee of community volunteers drawn from the DC bar in consultation with the DC Uniform Law Commission, coordinated by Williams Mullen DC partner John Mitchell. Now that legislation has been introduced, the committee continues its work in support of enactment.

The draft Code is based an a model law developed by a joint committee of the National Conference of Commissioners on Uniform State Laws (NCCUSL) and the American Bar Association (ABA), as well as model and uniform business laws prepared by these organizations, with changes proposed by cooperating DC attorneys. (For a list of the model laws, click here.)

It is expected that the bill will be reviewed at a series of informal sessions sponsored by various interested groups, culminating in a hearing before the Council’s Committee on Public Services and Consumer Affairs, chaired by Councilmember Bowser.

UPDATE: The Council’s Committee on Public Services and Consumer Affairs will hold a PUBLIC HEARING about the bill on Thursday, February 11, at 3:00 PM in the John A. Wilson Building.

POSTPONED: The public hearing has been postponed until March, 31, 2010.


AVAILABLE MATERIALS

• BILL B18-500 AS INTRODUCED
• STATUS PAGE (SEARCH “B18-500”) 
• PARALLEL REFERENCE TABLE (Business Organizations Code to Source Act)
• REVERSE PARALLEL REFERENCE TABLE (Source Act to Business Organizations Code)
• COMMENTARY
  • THE DISTRICT OF COLUMBIA BUSINESS ORGANIZATIONS CODE IMPROVEMENTS OVER CURRENT DISTRICT LAW 

NEWS & MEDIA

• D.C. CONSIDERS CHANGES TO CORPORATE LAWS 
  Washington Business Journal, Thursday, January 21, 2010
• REWRITE AIMS TO UPDATE D.C. BUSINESS LAWS 
  Northwest Business, Wedensday, February 3, 2010 - Page 25
• COUNCIL CONSIDERS REVAMP OF BUSINESS LAWS 
  Tommy Blog, Monday, January 25, 2010

TO GET INVOLVED

The Committee on Public Services and Consumer Affairs is overseeing the public outreach and hearing process. Any individuals who may wish to submit written or oral testimony to the DC Council should contact the Committee through its website.

In addition, Williams Mullen DC partner John Mitchell is supervising the drafting committee’s coordination with the Committee. To find out more about Bill 18-500, please contact Mr. Mitchell through his attorney profile, located here.

ARCHIVED WORKING GROUP MATERIALS

• BUSINESS ORGANIZATIONS CODE (last committee version, uploaded 06.05.09)
• COMMITTEE REPORT (INCLUDES SUMMARY)
• COMMENTS RECEIVED BY COMMITTEE
• PUBLIC STATEMENTS BY THE DC AFFAIRS SECTION AND THE CORPORATION, FINANCE AND SECURITIES LAWS SECTION OF THE DC BAR

The drafting committee wishes to express sincere thanks to Jim McKay, Chairman of the D.C. Uniform Law Commission, for his considerable efforts in making a draft available and introduction possible.

The working group maintains this web page as a resource for practicing attorneys, academics and others who study or work with DC business laws. This project site has been provided by Williams Mullen as a courtesy to the drafters of the proposed code. Neither Williams Mullen nor the DC Bar or its sections are responsible for its content.