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Senate advances technical changes to nonprofit‑corporation law, lowers trustee liability threshold

Utah State Senate · February 20, 2006
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Summary

Senate Bill 84, which updates Utah's nonprofit corporate law to standardize trustee standards and require annual meetings, cleared the Senate after sponsors described it as a stakeholder‑driven, technical cleanup to reduce litigation risks.

SALT LAKE CITY — The Utah Senate advanced a package of technical amendments to the state's nonprofit‑corporation law, adopting clarifying changes and moving the measure to third reading.

Senator Hilliard, sponsor of SB 84, said the bill updates a model Nonprofit Corporation Act that the Legislature has amended periodically. He said the measure restores an ordinary business‑decision standard for trustee liability and makes annual meetings and merger rules clearer. "We're the only state in the nation, as I understand, that has that high of a standard," Hilliard said, arguing the change reduces the risk of turning ordinary business decisions into high‑stakes civil liability.

The amendment was adopted, and the Senate recorded 27 aye votes, 0 nay votes and 2 absences. The bill was ordered to be read for a third time.

Supporters described the bill as noncontroversial and developed with nonprofit stakeholders and legal advisers; no opposition was recorded on the floor.