SB 522 West Virginia Senate · 2025 Regular Session

Clarifying procedure for administrative dissolution of limited liability companies by Secretary of State

SB 522 clarifies the procedure the Secretary of State uses to administratively dissolve limited liability companies (LLCs) that fail to comply with state requirements, such as missing annual report filings. It directly affects LLCs operating in the state that fall out of good standing due to non-compliance. The bill specifies clear steps for the Secretary of State to follow, including notice requirements and timelines, to ensure a consistent and transparent process before officially ending an LLC's legal existence. This law became effective on August 8, 2025.

Bill status signed all 5 stages cleared

Introduction

Feb 2025

Committee Review

Mar 2025

Senate Passage

Mar 2025

House of Delegates Passage

Apr 2025

Signed into Law

Aug 2025

Introduced Feb 19, 2025 Signed Aug 8, 2025

Maddy AI version diff · 2 comparisons

What changed between versions

Committee Substitute → Enrolled Committee Substitute · 4 edits · Apr 24, 2025

MODERATE

The bill was finalized and enacted into law, changing its status from a committee substitute to an enrolled version. The substantive text of the law was significantly cleaned up by removing redundant phrases, correcting citation formatting, and fixing grammatical errors. These changes improve the clarity and professionalism of the statute without altering its legal meaning or operational requirements.

Scope change

No change in scope or applicability; the bill applies to the same limited liability companies and administrative dissolution procedures as before.

TECHNICAL

Corrected grammatical errors and redundant phrasing in the main text, such as removing 'one or more grounds exists' to 'one or more grounds exist' and deleting the phrase 'enter a record of the determination'.

Fixed inconsistent citation formatting in subsection (c) by standardizing references to sections 8-802, 8-807, and 8-808 to use the full code citation format (§31B-8-802).

Added standard enrolled bill certification language, including signatures for the Clerks of the Senate and House, the President of the Senate, the Speaker of the House, and the Governor.

TIMELINE

Updated the effective date language to explicitly state the bill is 'in effect 90 days from passage (July 2, 2025)'.

Floor votes · Senate Mar 11, 2025 · House of Delegates Apr 3, 2025

How they voted

32–0

Passed · 1 other

Total votes 33

Mar 11, 2025

D Democratic2

2 Yea

100% Yea

R Republican31

30 Yea 1

96% Yea

Vote distribution

All Yea All Nay Mixed No data

Full legislative history

Actions timeline

Total actions

Key actions

Committee

Apr 24, 2025

Signed into law

Approved by Governor 4/24/2025

upper

Apr 12, 2025

Signed into law

Approved by Governor 4/24/2025 - House Journal

lower

Apr 12, 2025

Signed into law

Approved by Governor 4/24/2025 - Senate Journal

upper

Apr 3, 2025

Lower · Passed

Passed House (Roll No. 377)

lower

Mar 24, 2025

Lower · Passed

Do pass

lower

Mar 12, 2025

Committee

To House Government Organization

lower

Mar 12, 2025

Committee

To Government Organization

lower

Mar 12, 2025

Introduced

Introduced in House

lower

Mar 11, 2025

Upper · Passed

Passed Senate (Roll No. 92)

upper

Mar 5, 2025

Upper · Passed

Committee substitute reported

upper

Feb 19, 2025

Introduced

Introduced in Senate

upper

Feb 19, 2025

Committee

To Government Organization

upper

1 primary · 0 co-sponsors