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Straight-ahead summaries built from the official bill text. We keep the source links front and center and leave the decision up to you.

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SB782 • 2026

Corporations; limited liability decentralized autonomous organizations (LLDs).

<p class=ldtitle>A BILL to amend the Code of Virginia by adding in Title 13.1 a chapter numbered 15, containing articles numbered 1 through 5, consisting of sections numbered 13.1-1300 through 13.1-1319, relating to corporations; limited liability decentralized autonomous organizations.</p>

Technology
Enacted

This bill passed the Legislature and reached final enactment based on the latest official action.

Sponsor
Salim
Last action
2026-02-02
Official status
Continued
Effective date
Not listed

Plain English Breakdown

The official source material does not provide specific details about the emergency regulations that the State Corporation Commission will adopt before January 1, 2027.

Limited Liability Decentralized Autonomous Organizations (LLDs) Act

This bill establishes rules for Limited Liability Decentralized Autonomous Organizations (LLDs), which are companies that use blockchain technology and smart contracts to operate without traditional management.

What This Bill Does

  • Creates a new type of company called an LLD, which uses blockchain technology and smart contracts to run itself without traditional management.
  • Requires the State Corporation Commission to approve the formation of an LLD by reviewing articles of formation filed by those who want to start one.
  • Sets rules for how LLDs can change their founding documents and manage day-to-day operations.
  • Protects participants in an LLD from personal liability for the company's debts, obligations, or legal issues.
  • Includes requirements for recordkeeping, transferring ownership interests, and dissolving the organization.

Who It Names or Affects

  • People who want to start a Limited Liability Decentralized Autonomous Organization (LLD).
  • The State Corporation Commission which will oversee LLDs.
  • Participants in an LLD who benefit from limited personal liability.

Terms To Know

Blockchain technology
A system of recording information using a digital ledger that is spread across many computers so as to be secure and not changeable.
Smart contracts
Computer programs that automatically execute, control or document legally relevant events and actions according to the terms of a contract or an agreement.

Limits and Unknowns

  • The bill does not specify how LLDs will be taxed beyond stating they are subject to state and federal taxation requirements like limited liability companies.
  • It is unclear what specific emergency regulations the State Corporation Commission will adopt before January 1, 2027.

Amendments

These notes stay tied to the official amendment files and metadata from the legislature.

SB782ASC1

2026-02-02 • Committee

Commerce and Labor Amendment

Plain English: The amendment modifies specific sections in Virginia's Code of Virginia related to Limited Liability Decentralized Autonomous Organizations (LLDs) by striking certain phrases and inserting new provisions.

  • Strikes the phrase 'this section' after line 60 and inserts a new section §13.1-1303.
  • Strikes the phrase 'the provisions of this chapter' after line 60 and inserts a new section §13.1-1308.
  • Removes the remainder of line 66 and all of line 67.
  • Removes the remainder of line 68, all of line 69, and through 'organization' on line 70.
  • Strikes the remaining part of line 278 and all of line 279, then inserts a new provision stating that LLDs are subject to the same state and federal taxation requirements as limited liability companies.
  • The exact content of the sections being inserted (§13.1-1303 and §13.1-1308) is not provided in the amendment text, so their specific details cannot be explained here.

Bill History

  1. 2026-02-02 Commerce and Labor

    Continued to 2027 in Commerce and Labor (15-Y 0-N)

  2. 2026-02-02 Commerce and Labor

    Senate committee amendments offered

  3. 2026-02-01 Senate

    Fiscal Impact Statement from State Corporation Commission (SB782)

  4. 2026-01-22 Senate

    Presented and ordered printed 26102324D

  5. 2026-01-22 Commerce and Labor

    Referred to Committee on Commerce and Labor

Official Summary Text

Corporations; limited liability decentralized autonomous organizations (LLDs).
Creates the Limited Liability Decentralized Autonomous Organization (LLD) Act, which establishes requirements for an LLD, defined as a distinct legal entity that operates through decentralized governance using blockchain technology and smart contracts that execute decentralized decision-making mechanisms. The bill permits the formation of an LLD by filing articles of formation with the State Corporation Commission (the Commission), and, if certain requirements are met, the Commission may issue a certificate of formation. The bill includes requirements for amending an LLD's articles of formation and also includes requirements for LLD bylaws, operating agreements, underlying smart contracts, and participant interests and management of the LLD. Under the bill, an LLD and its participants have limited liability for debts, obligations, and liabilities of the LLD. The bill also includes provisions related to recordkeeping, transferring interests, withdrawal of participants, and dissolution of the LLD. The bill directs the Commission to adopt emergency regulations to implement certain provisions of the bill. Except for the emergency rulemaking, the provisions of the bill have a delayed effective date of January 1, 2027.

Current Bill Text

Read the full stored bill text 
SB 782

COMMERCE AND LABOR

1. Line 60, introduced, after
consistent
with
[first instance]

strike

this
section

insert

§
13.1-1303

COMMERCE AND LABOR

2. Line 60, introduced, after
bylaws
consistent with

strike

the provisions of this chapter

insert

§
13.1-1308

COMMERCE AND LABOR

3. Line 66, introduced, after
LLD.

strike

the remainder of line 66 and all of line 67

COMMERCE AND LABOR

4. Line 68, introduced, after
agreement

strike

the remainder of line 68, all of line 69, and through
organization
on line 70

COMMERCE AND LABOR

5. Line 278, introduced, after
be

strike

the remainder of line 278 and all of line 279

insert

subject to the same state and federal taxation requirements as a limited liability company.