Model Business Corporation Act

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The Model Business Corporation Act (MBCA) is a model act prepared by the Committee on Corporate Laws of the Section of Business Law of the American Bar Association. In 2002, it was followed by 24 states.[1] The MBCA has been influential in shaping standards for United States corporate law.


The MBCA was created after World War II in 1950 due to variation in how states defined corporations. The variation and uncertainty resulted in many lawsuits in which a promoter was sued personally for obligations ostensibly incurred in the name of the nascent corporation. The widespread adoption of the MBCA brought some clarity to such confusion and other corporate law issues. Most states are now guided by the Revised Model Business Corporation Act (RMBCA), a revised version of the MBCA.

Use of Model[edit]

The Model Business Corporation Act (2002) is used by twenty-four states. A partial list is as follows.


The American Bar Association issued a major revision in 2017. "Model Business Corporation Act (2016 Revision) Launches". Business Law Today. American Bar Association. Jan 19, 2017. Retrieved February 26, 2021.

See also[edit]


  1. ^ L Bebchuk, 'The Case for Increasing Shareholder Power' (2004-5) 118 Harvard Law Review 833, 844


  • Kocaoglu, Kagan (March 2008). "A Comparative Bibliography: Regulatory Competition on Corporate Law". (Georgetown University Law Center Working Paper). SSRN 1103644.