In a landmark decision that could have far-reaching implications for businesses in Minnesota, the state's corporate law underwent significant changes on December 30, 2025. The amendments, which were approved by the state legislature and signed into law by Governor Sarah Johnson, aim to modernize the state's corporate statutes and align them with current best practices in corporate governance.One of the key provisions of the new law is the introduction of a "majority voting" rule for corporate directors. Under this rule, directors of Minnesota-based companies will now be required to receive a majority of votes in order to be elected or re-elected to the board. Previously, directors could be elected with just a plurality of votes, which critics argued allowed for the entrenchment of incumbents and weakened shareholder democracy.In addition to the majority voting rule, the new law also includes provisions aimed at enhancing corporate transparency and accountability. One such provision requires public companies to disclose any political contributions they make, as well as the rationale behind them. This measure is intended to provide shareholders with more visibility into how their companies engage in the political process and ensure that corporate resources are not being used for purposes that are against the interests of shareholders.Furthermore, the new law includes provisions to strengthen shareholder rights and improve corporate governance practices. For example, shareholders will now have more flexibility in calling special meetings and proposing amendments to company bylaws. These changes are designed to empower shareholders and promote greater accountability and responsiveness from corporate boards.Overall, the amendments to Minnesota's corporate law are being hailed as a positive step towards enhancing the state's business environment and aligning it with national standards. Proponents argue that the changes will make Minnesota a more attractive destination for businesses and investors, while also fostering a culture of transparency and accountability in corporate governance. Critics, however, warn that some of the provisions may impose additional burdens on companies and could potentially stifle innovation and entrepreneurship.As Minnesota businesses prepare to adapt to the new legal landscape, it remains to be seen how these changes will impact the state's corporate sector in the years to come. One thing is certain, though – the corporate governance landscape in Minnesota has been fundamentally altered, and businesses will need to stay vigilant and proactive in complying with the new requirements.