The proposed "Decentralized Unincorporated Nonprofit Association Act" aims to formally recognize decentralized unincorporated nonprofit associations as legal entities in West Virginia. The bill introduces new articles (31E-17-1701 to 31E-17-1730) that define key terms, governance structures, and operational guidelines for these associations. It allows them to hold property, engage in profit-making activities, and outlines the liability of members and administrators. The legislation also establishes processes for governance, member rights, and dissolution, while permitting associations to operate under their own documented governing principles, which may include modern decision-making methods like smart contracts.
Furthermore, the bill includes provisions for the continuation of associations post-dissolution for winding up activities, as well as processes for member admission, suspension, and expulsion. It clarifies that membership does not inherently impose fiduciary duties and outlines the rights and duties of members and administrators, including indemnification for actions taken on behalf of the association. The legislation also facilitates the use of distributed ledger technology for governance, sets requirements for member approval on significant actions, and details the conditions for mergers and conversions of entities. The effective date for this legislation is set for July 1, 2026.
Statutes affected: Introduced Version: 31E-17-1701, 31E-17-1702, 31E-17-1703, 31E-17-1704, 31E-17-1705, 31E-17-1706, 31E-17-1707, 31E-17-1708, 31E-17-1709, 31E-17-1710, 31E-17-1711, 31E-17-1712, 31E-17-1713, 31E-17-1714, 31E-17-1715, 31E-17-1716, 31E-17-1717, 31E-17-1718, 31E-17-1719, 31E-17-1720, 31E-17-1721, 31E-17-1722, 31E-17-1723, 31E-17-1724, 31E-17-1725, 31E-17-1726, 31E-17-1727, 31E-17-1728, 31E-17-1729, 31E-17-1730