Crypto Law Profile
Delaware SB 69 amended the DGCL to recognize stock ledgers and corporate records kept through electronic networks or databases, including distributed ledgers, subject to paper-conversion and recordkeeping conditions.
The Delaware Blockchain Amendments are the distributed-ledger portions of Senate Bill 69, enacted as 81 Delaware Laws chapter 86, that amended the Delaware General Corporation Law, or DGCL. As of June 9, 2026, the measure is effective in Delaware. The official bill record lists Senate Bill 69 as signed on July 21, 2017 and effective on August 1, 2017, under the official title “An Act to Amend Title 8 of the Delaware Code Relating to the General Corporation Law.”
The law is best understood as a corporate-recordkeeping amendment, not a crypto licensing statute. It gives Delaware corporations express statutory language for records and stock ledgers administered through electronic networks or databases, including distributed electronic networks or databases. It also preserves core DGCL functions, including stockholder lists, required ledger information, stock-transfer records, inspection rights, and paper-form conversion.
Section 224 of Title 8 now states that records administered by or on behalf of a corporation, including its stock ledger, books of account, and minute books, may be kept through an information storage device, method, or one or more electronic networks or databases, including distributed electronic networks or databases. This language is technology-neutral: it recognizes distributed ledgers without mandating a particular blockchain system.
Section 219(c) defines a stock ledger as one or more records administered by or on behalf of the corporation that record stockholder names, addresses, registered shares, issuances, and transfers in accordance with Section 224. Section 224 then requires the ledger to support preparation of stockholder lists under Sections 219 and 220, record specified DGCL information, and record transfers of stock as governed by Article 8 of subtitle I of Title 6.
The amendments retain a practical bridge between digital and traditional records. Records kept through electronic or distributed systems must be convertible into clearly legible paper form within a reasonable time. A paper form accurately prepared from those systems is valid and admissible to the same extent as an original paper record.
Because Delaware is a major corporate-law jurisdiction, the amendments are often discussed in connection with tokenized equity, automated stock-transfer systems, and private-company cap table infrastructure. The legal text, however, focuses on corporate records and stock ledgers under the DGCL. It does not by itself determine whether a token, share, transfer mechanism, exchange venue, or custody arrangement complies with federal securities law or other state and federal requirements.
The amendments also intersect with corporate-governance administration. The same act updated electronic transmission language in Section 232 and clarified notices for uncertificated shares in Sections 151, 202, and 364. Separately, Senate Bill 69 included non-blockchain changes on written consents, business-combination opt-outs, mergers involving non-U.S. entities, and annual reports. Editors should therefore describe this profile as covering the blockchain-related DGCL amendments rather than the entire act.
The Delaware Blockchain Amendments are relevant to crypto law because they are an early statutory example of blockchain-compatible corporate recordkeeping. They do not create a general digital-asset regulatory framework, but they give Delaware corporations a clearer state-law basis for using distributed ledger infrastructure in stock-ledger and related corporate-record systems, subject to the DGCL’s recordkeeping conditions.
Amends DGCL §224 so corporate records, including stock ledgers, may be administered on electronic or distributed electronic networks or databases.
Defines a stock ledger as records administered by or for the corporation that capture stockholder names, addresses, shares, issuances, and transfers.
Stock ledgers must support stockholder lists, specified DGCL information, and transfers governed by Delaware UCC Article 8.
Electronic or distributed records must be convertible to legible paper form; accurate paper forms are valid and admissible as originals.
Amends DGCL notice rules to include electronic networks or databases, including distributed networks, within electronic transmission.
Senate Bill 69 was introduced in the 149th Delaware General Assembly.
The act was approved and recorded as 81 Del. Laws, c. 86.
Most amendments became effective; consent-action provisions apply by record date.
Delaware General Assembly, Delaware Secretary of State
Tokenized securities
Profile focuses on the blockchain and distributed-ledger corporate-record provisions of SB 69. The act also amended DGCL provisions on written consents, mergers, business-combination opt-outs, and annual reports.
