Clarifying procedure for administrative dissolution of limited liability companies by Secretary of State
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SB 522 — Clarifying procedure for administrative dissolution of limited liability companies by Secretary of State
Last action — Chapter 7, Acts, Regular Session, 2025
No card. One bill, free forever — alerts when it moves.
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✓Introduced
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✓In Committee
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✓Passed Senate
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✓Passed House of Delegates
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✓To Executive
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6Enacted
This bill has been enacted into law. Introduced February 19, 2025. Enacted.
Signed by Governor Patrick Morrisey (Republican) on August 08, 2025.
Prognosis
Where this bill stands today.
Odds of enactment
HighHow often bills like it became law.
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Enacted
Current position in the legislative process.
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1 sponsor
1 primary, 0 co-sponsors signed on.
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Single-party support
Sponsorship is currently within one party (1 R).
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Cleared a recorded vote
Passed 2 recorded votes so far.
Prognosis reads this bill's own signals — stage, sponsorship breadth, committee status, recorded votes and cross-state momentum. Odds come from a model trained on which bills have become law.
Bill Text
What changed in the latest version
40 added · 24 removedPlain-language change summary
The updated version of Bill SB 522 simplifies some of the language and processes related to the administrative dissolution of limited liability companies in West Virginia. For instance, the requirement for the Secretary of State to "enter a record of the determination" has been eliminated, streamlining communication with companies. Additionally, the process for notifying companies about their dissolution now includes sending an electronic notice if an email is available, which improves communication efficiency. These changes matter because they help clarify procedures and enhance how the state interacts with businesses facing dissolution, potentially making it easier for them to address issues before dissolution occurs.
WEST VIRGINIA LEGISLATURE REGULAR SESSION Enrolled Committee Substitute for Senate Bill 522 BYSENATOWBYSENATORWOODRUM OODRUM[Passed [ReportedApril March3, 5,2025; 2025, from the Committee on Government Organization] CS for SB 522 A BILL to amend and reenact §31B-8-810 of the Code of West Virginia, 1931, as amended, relating to clarifying the procedure for administrative dissolution of limited liability companies by the Secretary of State;
in effect 90 days from passage (July 2, 2025)] Enr CS for SB 522 AN ACT to amend and reenact §31B-8-810 of the Code of West Virginia, 1931, as amended, relating to clarifying the procedure for administrative dissolution of limited liability companies by the Secretary of State;
(a) If the Secretary of State determines that a ground one or more grounds existsexist under §31B-8-809 of this code for administratively dissolving a limited liability company, the Secretary of State shall enter a record of the determination and serve the company with a copy of the record notify the company by certified mail with written notice of the determination pursuant to §31B-1- 111 of this code.
The Secretary of State shall filesend electronic notice to the originalcompany with a copy of the certificate andof servedissolution if the companySecretary withof aState copyhas ofan email address on file for the certificate.company.
send(c) electronicA noticecompany toadministratively thedissolved companycontinues withits aexistence copybut ofmay thecarry certificateon ofonly dissolutionbusiness ifnecessary theto Secretarywind up and liquidate its business and affairs under §31B-8-802 of Statethis hascode anand emailto addressnotify onclaimants fileunder for§31B-8-807 theand company.§31B-8-808 of this code.
(c) A company administratively dissolved continues its existence but may carry on only business necessary to wind up and liquidate its business and affairs under section 8-802 §31B- 8-802 of this code and to notify claimants under sections 8-807 §31B-8-807 and 8-808 §31B-8- 808 of this code.
Enr CS for SB 522 The Clerk of the Senate and the Clerk of the House of Delegates hereby certify that the foregoing bill is correctly enrolled.
...............................................................
Clerk of the Senate ...............................................................
Clerk of the House of Delegates Originated in the Senate.
In effect 90 days from passage.
...............................................................
President of the Senate ...............................................................
Speaker of the House of Delegates __________ The within is ................................................
this the...........................................
Day of ..........................................................................................................., 2025.
.............................................................
Governor 3
View plain text versions (3)
- Committee Substitute Enrolled Committee Substitute pdf
- Committee Substitute View text pdf
- Introduced Introduced Version Current pdf
Action History
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Chapter 7, Acts, Regular Session, 2025
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Approved by Governor 4/24/2025
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Approved by Governor 4/24/2025 - House Journal
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Approved by Governor 4/24/2025 - Senate Journal
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To Governor 4/8/2025 - House Journal
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To Governor 4/8/2025
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House Message received
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From House Calendar, 3rd reading, placed on Special Calendar
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Completed legislative action
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Communicated to Senate
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Passed House (Roll No. 377)
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Read 3rd time
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On 3rd reading, House Calendar
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Placed on House Calendar
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On 3rd reading, Special Calendar
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Read 2nd time
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On 2nd reading, Special Calendar
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Read 1st time
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On 1st reading, Special Calendar
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Do pass
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Markup Discussion
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To House Government Organization
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To Government Organization
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Introduced in House
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House received Senate message
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Ordered to House
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Passed Senate (Roll No. 92)
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Read 3rd time
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On 3rd reading
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Read 2nd time
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Laid over on 2nd reading 3/7/2025
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On 2nd reading
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Read 1st time
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On 1st reading
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Committee substitute reported
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To Government Organization
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Introduced in Senate
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To Government Organization
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Filed for introduction
Sponsors
- Jack Woodrum · Primary
Sponsorship breakdown
Export CSV (upgrade) →1 sponsors · 0 co-sponsors · 151 not signed on
Sponsors (1)
- Jack Woodrum Republican
Co-sponsors (0)
None.
Not signed on (151)
151 members have not signed on to this bill.
Show all 151 →"Not signed on" means a member has not sponsored or co-sponsored this bill — it does not imply opposition. Members flagged Voted No have a recorded No vote on this bill.
Votes
| Party | Yea | Nay | Present | Not Voting |
|---|---|---|---|---|
| Republican | 80 | 0 | 0 | 5 |
| Democrat | 9 | 0 | 0 | 0 |
| Unaffiliated | 4 | 0 | 0 | 2 |
| Total | 93 | 0 | 0 | 7 |
| % of votes cast | 93% | 0% | 0% | 7% |
How each member voted (100)
| Member | Party | Vote |
|---|---|---|
| Flanigan | — | Yea |
| Linville | — | Yea |
| Steele | — | Yea |
| Devault | — | Not Voting |
| Kump | — | Not Voting |
| Clark, T | — | Yea |
| Anitra Hamilton | Democrat | Yea |
| Evan Hansen | Democrat | Yea |
| Hollis Lewis | Democrat | Yea |
| John Williams | Democrat | Yea |
| Kayla Young | Democrat | Yea |
| Mike Pushkin | Democrat | Yea |
| Rick Garcia | Democrat | Yea |
| Sean Hornbuckle | Democrat | Yea |
| Shawn Fluharty | Democrat | Yea |
| Adam Burkhammer | Republican | Yea |
| Adam Vance | Republican | Yea |
| Andy Shamblin | Republican | Yea |
| Betsy Kelly | Republican | Yea |
| Bill Ridenour | Republican | Yea |
| Bob Fehrenbacher | Republican | Yea |
| Bryan Smith | Republican | Yea |
| Bryan Ward | Republican | Not Voting |
| Carl "Bill" Roop | Republican | Yea |
| Carl Martin | Republican | Yea |
| Charles Sheedy | Republican | Yea |
| Chris Phillips | Republican | Yea |
| Christopher W. Toney | Republican | Yea |
| Chuck Horst | Republican | Yea |
| Clay Riley | Republican | Yea |
| D. Rolland Jennings | Republican | Yea |
| Dana Ferrell | Republican | Yea |
| Dave Foggin | Republican | Yea |
| David Cannon | Republican | Yea |
| David Green | Republican | Yea |
| David McCormick | Republican | Yea |
| Dean Jeffries | Republican | Yea |
| Doug Smith | Republican | Yea |
| Elias Coop-Gonzalez | Republican | Yea |
| Eric Brooks | Republican | Yea |
| Erica Moore | Republican | Yea |
| Evan Worrell | Republican | Not Voting |
| Gary G. Howell | Republican | Yea |
| Geno Chiarelli | Republican | Yea |
| George Miller | Republican | Yea |
| George Street | Republican | Yea |
| Henry Dillon | Republican | Not Voting |
| Ian T. Masters | Republican | Yea |
| James Robert "JB" Akers II | Republican | Yea |
| Jarred Cannon | Republican | Yea |
| Jeff Campbell | Republican | Yea |
| Jeff Eldridge | Republican | Yea |
| Jeffrey Stephens | Republican | Yea |
| Jim Butler | Republican | Yea |
| Jimmy Willis | Republican | Yea |
| Joe Ellington | Republican | Yea |
| Joe Funkhouser | Republican | Yea |
| Joe Parsons | Republican | Yea |
| Joe Statler | Republican | Yea |
| John Paul Hott | Republican | Yea |
| Jonathan Kyle | Republican | Yea |
| Jonathan Pinson | Republican | Yea |
| Jordan Bridges | Republican | Yea |
| Jordan Maynor | Republican | Yea |
| Josh Holstein | Republican | Yea |
| Kathie Hess Crouse | Republican | Yea |
| Keith Marple | Republican | Yea |
| Laura Kimble | Republican | Yea |
| Lisa White | Republican | Yea |
| Lori Dittman | Republican | Yea |
| Margitta Mazzocchi | Republican | Yea |
| Mark Dean | Republican | Yea |
| Mark Zatezalo | Republican | Yea |
| Marshall W. Clay | Republican | Yea |
| Marty Gearheart | Republican | Yea |
| Matthew Rohrbach | Republican | Yea |
| Michael Amos | Republican | Yea |
| Michael Hite | Republican | Not Voting |
| Michael Hornby | Republican | Not Voting |
| Mickey Petitto | Republican | Yea |
| Pat McGeehan | Republican | Yea |
| Patrick Lucas | Republican | Yea |
| Phil Mallow | Republican | Yea |
| Ray Canterbury | Republican | Yea |
| Rick Hillenbrand | Republican | Yea |
| Roger Hanshaw | Republican | Yea |
| Roy Cooper | Republican | Yea |
| Ryan Browning | Republican | Yea |
| S. Chris Anders | Republican | Yea |
| Sarah Drennan | Republican | Yea |
| Scot C. Heckert | Republican | Yea |
| Stanley Adkins | Republican | Yea |
| Trenton Barnhart | Republican | Yea |
| Tresa Howell | Republican | Yea |
| Tristan Leavitt | Republican | Yea |
| Vacant1 | Republican | Yea |
| Vernon Criss | Republican | Yea |
| Walter Hall | Republican | Yea |
| Wayne Clark | Republican | Yea |
| William Anderson | Republican | Yea |
| Party | Yea | Nay | Present | Not Voting |
|---|---|---|---|---|
| Republican | 28 | 0 | 0 | 1 |
| Unaffiliated | 3 | 0 | 0 | 0 |
| Democrat | 2 | 0 | 0 | 0 |
| Total | 33 | 0 | 0 | 1 |
| % of votes cast | 97% | 0% | 0% | 3% |
How each member voted (34)
| Member | Party | Vote |
|---|---|---|
| STUART | — | Yea |
| BOLEY | — | Yea |
| MR PRESIDENT | — | Yea |
| Joey Garcia | Democrat | Yea |
| Mike Woelfel | Democrat | Yea |
| Amy Grady | Republican | Yea |
| Anne B. Charnock | Republican | Yea |
| Ben Queen | Republican | Not Voting |
| Bill Hamilton | Republican | Yea |
| Brian Helton | Republican | Yea |
| Charles H. Clements | Republican | Yea |
| Chris Rose | Republican | Yea |
| Craig A. Hart | Republican | Yea |
| Darren Thorne | Republican | Yea |
| Eric Tarr | Republican | Yea |
| Glenn Jeffries | Republican | Yea |
| Jack Woodrum | Republican | Yea |
| Jason Barrett | Republican | Yea |
| Jay Taylor | Republican | Yea |
| Laura Wakim Chapman | Republican | Yea |
| Mark R. Maynard | Republican | Yea |
| Mike Azinger | Republican | Yea |
| Mike Oliverio | Republican | Yea |
| Patricia Rucker | Republican | Yea |
| Patrick Martin | Republican | Yea |
| Robbie Morris | Republican | Yea |
| Rollan A. Roberts | Republican | Yea |
| Rupie Phillips | Republican | Yea |
| Ryan Weld | Republican | Yea |
| Scott Fuller | Republican | Yea |
| T. Kevan Bartlett | Republican | Yea |
| Tom Takubo | Republican | Yea |
| Tom Willis | Republican | Yea |
| Vince Deeds | Republican | Yea |
Subjects
Frequently asked questions
- Who sponsors SB 522?
- SB 522 is sponsored by Jack Woodrum (Republican).
- What is the current status of SB 522?
- This bill has been enacted into law. Introduced February 19, 2025. Enacted.
- Where can I track SB 522?
- Track SB 522 free on One Click Politics — get push/email alerts when it moves.
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