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Delaware Proposal Allowing Corporate Shares on Blockchain Technology

Delaware State Bar Association's Corporate Council suggests modifications to Delaware General Corporation Law (DGCL) Enablement of "Distributed Ledger Shares" issue for corporations, leveraging Bitcoin technology for share ownership recording. These proposed amendments encompass...

Delaware Proposal Allows Companies to Use Blockchain for Stock Shares
Delaware Proposal Allows Companies to Use Blockchain for Stock Shares

Delaware Proposal Allowing Corporate Shares on Blockchain Technology

Delaware, a state known for its corporate-friendly environment, is considering a significant step forward in the world of technology and finance. The Corporate Council of the Corporation Law Section of the Delaware State Bar Association has proposed amendments to the Delaware General Corporation Law (DGCL) that could allow corporations to issue "Distributed Ledger Shares" (DLS). This development is part of the Delaware Blockchain Initiative, a program supported by the Delaware Governor to accommodate blockchain businesses.

Distributed Ledger Shares, typically shares issued and recorded on a blockchain or similar distributed ledger technology, could revolutionize securities issuance, transfer, and record-keeping. By offering increased transparency, real-time tracking, and potentially simplified compliance, DLS could bring numerous benefits to the corporate world.

However, as of mid-2025, there is no direct information indicating that Delaware has enacted specific amendments to the DGCL to authorize corporations to issue DLS. The primary recent DGCL amendments discussed focus on stockholder inspection rights under Section 220 and other corporate procedural matters, without specific mention of blockchain-based share issuance or DLS-related provisions.

The ongoing regulatory movement around digital assets and digital securities, as evident from federal legislative activity such as the "Digital Asset Market Clarity Act of 2025," deals more broadly with digital commodities regulation and does not specifically amend Delaware's corporate law to include DLS issuance.

The absence of explicit Delaware legislation on DLS issuance, combined with ongoing federal digital asset regulatory developments, suggests that while Delaware remains a leader in corporate law innovation, as of August 2025, no finalized DGCL amendments authorizing corporations to issue blockchain-based shares have been publicly codified or widely reported.

If enacted, these amendments could lead to enhanced efficiency and transparency in corporate stock issuance and trading, improved shareholder record accuracy, and better integration with emerging technologies for securities compliance.

A holding company, a unique business entity that does not produce goods or services itself, is often used to consolidate power. It owns shares of other companies (subsidiaries) and controls them. The main function of a holding company is to control its subsidiaries, which could potentially be facilitated by the use of DLS.

It's important to note that the proposed amendments do not mention Sergei Tokmakov, and the article does not discuss Facebook, Messenger, Twitter, Pinterest, LinkedIn, Whatsapp, or Email in relation to the proposed amendments. The article also discusses key considerations for SAAS startups in Delaware corporate formation, but this information is not directly related to the proposed amendments.

In summary, while Delaware's potential embrace of blockchain-based shares is an exciting prospect, as of the latest information from July 2025, no current Delaware General Corporation Law amendment specifically authorizes or regulates Distributed Ledger Shares. Attention remains on broader DGCL updates and federal digital asset legislation, which may influence future adoption of DLS issuance frameworks.

  1. The proposed amendments to the Delaware General Corporation Law could potentially facilitate the use of Distributed Ledger Shares (DLS) by a holding company, increasing its efficiency in controlling subsidiaries.
  2. The ongoing movement in federal digital asset regulation, such as the Digital Asset Market Clarity Act of 2025, could influence future adoption of DLS issuance frameworks, given the potential benefits for business, technology, and finance.

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