By Eric Geringswald | CSC

Pennsylvania Business Law Updates 2023

Pennsylvania’s Business Corporation Law was comprehensively updated in November 2022 for the first time since 2015. The amendment incorporates significant recent developments in corporation law of which every practitioner dealing with Pennsylvania business entities should be aware. The changes impact both public corporations as well as private and non-profit corporations and benefit corporations.

The 2023 edition of CSC’s Pennsylvania Laws Governing Business Entities Annotated captures the update and provides analysis, a Table of Affected, and Blackline Amendment Notes to aid readers in understanding what's changed.

Changes to more than 200 sections in Title 15—Corporations & Unincorporated Associations have been added or amended since the previous edition, including a new requirement of annual reports, a new procedure for ratification of defective entity actions, modernized procedures permitting corporations to respond to emergencies and disasters, and express adoption of the business judgment rule in Pennsylvania.

Legislative analysis prepared by Douglas Raymond of Faegre, Drinker, Biddle, and Reath LLP provides an overview of the changes. Blackline Amendment Notes in the statutory content indicate new, revised, and deleted business law.

Pennsylvania Laws Governing Business Entities Annotated

The 2023 edition also captures more than two dozen new case notes from state and federal court decisions interpreting Pennsylvania business law, as well as four full-text cases from the past year, highlighting recent legal developments concerning compelled arbitration, venue, director vacancies, and reverse veil-piercing. New cases are listed in the book’s Table of New Annotations, and are highlighted with gray bars in the body of the book for easy identification.

Users can access 100 Pennsylvania forms for incorporation/formation, qualification, mergers, dissolution, and name reservation for all entity types via the LexisNexis Store download center. A listing of forms and contact information for the Pennsylvania Corporations Bureau can be found in the Appendix. An up-to-date Fee Schedule provides the Secretary of State’s required filing fees for business services.

Pennsylvania Laws Governing Business Entities Annotated is available as a softbound book or as an ebook, compatible with dedicated e-reader devices, computers, tablets and smartphones that use e-reader software or applications. It’s also available on the LexisNexis Digital Library.