United States · Delaware corporate governance

When must a Delaware corporation prepare the voting stockholder list?

Section 219(a) requires the corporation to prepare the complete voting stockholder list no later than the tenth day before the meeting. If the voting record date is less than ten days before the meeting, the list reflects holders as of that tenth day. Stockholder examination runs for ten days ending on the day before the meeting.

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Period: No later than the tenth day before the meeting
Trigger: The established date of the stockholders’ meeting
Rule: 8 Del. C. § 219(a), (c)

8 Del. C. § 219(a), (c)

Current Delaware Code and retained Chancery compilation reviewed. An editorial check does not establish an amendment commencement date. Establish the statutory version applicable to the actual transaction. The Court compilation is current through June 1, 2026.

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The established date of the stockholders’ meeting

Use the actual meeting date for the preparation boundary. Establish the voting record date separately to determine which holders appear. The preparation date is distinct from the examination period and from a section 220 books-and-records demand.

Entry rules and timing exceptions

10 days before The date of the stockholders' meeting

8 Del. C. Sec. 219(a)Binding

Rule notes

Source review confirms the tenth preceding calendar day, not an additional clear day. Section 219 sits alongside Section 220 in the Delaware books and records armoury and was missing from the researched catalog. The list must then be open to stockholder examination for a purpose germane to the meeting for a period of 10 days ending on the day before the meeting date, either on a reasonably accessible electronic network or during ordinary business hours at the corporation's principal place of business. A corporate act outside Ct. Ch. R. 6(a). Source: authenticated Delaware Code, delcode.delaware.gov.

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Which established event governs this requirement?

Responsible actor. The corporation preparing and making available the voting stockholder list.

Obtain the actual meeting date and the voting record-date decision.

If the voting record date lies inside ten days, establish the statutory tenth-day snapshot.

Prepare the required list and the separate ten-day examination access.

8 Del. C. § 219(a), (c)

How is the tenth preceding day identified?

The established date of the stockholders’ meeting
Subtract ten calendar days from the meeting date to identify its tenth preceding day. Do not add an eleventh day using the former clear-days preset or skip Court-closed intermediate days. This corporate preparation boundary does not receive a Court-closure extension.
Prepare the alphabetical list with stockholder addresses and shares. Make it available for a purpose germane to the meeting on a reasonably accessible electronic network or during ordinary business hours at the principal place of business. Preserve the applicable snapshot and access arrangements.

Reviewed coverage combines the current Delaware Code with the retained June 1, 2026 Chancery compilation. Supported calculators cover established events and final dates from June 1, 2026 through December 31, 2027. This editorial boundary is not statutory commencement or a finding of lateness. Earlier events, backward periods crossing the boundary and later results require renewed edition review. No computed or paid date is supplied outside this coverage.

8 Del. C. § 219(a), (c)

What do independently derived examples show?

Fictitious example

Fictitious meeting on the input date. A late voting record date does not move the tenth-day preparation boundary. The list and examination arrangements are established separately.

Example counting steps
Step	What is counted	Date
Established event	The established date of the stockholders’ meeting	Friday, September 25, 2026
Ordinary component	Event on Friday, September 25, 2026. The nominal 10-day component is 2026-09-15. No Court short-period exclusion or Court-closure adjustment applies. No mail addition applies.	Tuesday, September 15, 2026
Weekend or holiday variant	Event on Wednesday, September 30, 2026. The nominal 10-day component is 2026-09-20. No Court short-period exclusion or Court-closure adjustment applies. No mail addition applies.	Sunday, September 20, 2026
Material branch	Event on Monday, December 28, 2026. The nominal 10-day component is 2026-12-18. No Court short-period exclusion or Court-closure adjustment applies. No mail addition applies.	Friday, December 18, 2026

Example resultTuesday, September 15, 2026

Fictitious established facts. These examples do not establish entitlement, completed corporate acts or filing, legally effective service, applicable statutory version or an extension. Use the actual meeting date for the preparation boundary. Establish the voting record date separately to determine which holders appear. The preparation date is distinct from the examination period and from a section 220 books-and-records demand.

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Which qualifications change this particular requirement?

Late voting record date: If the voting record date is less than ten days before the meeting, subsection (a) uses holders as of the tenth day before the meeting for this list. It does not move the preparation boundary forward to the later record date.
Permitted examination access: Subsection (a) requires examination for a purpose germane to the meeting during the ten-day period ending the day before it. Network access information accompanies the meeting notice; the principal-office branch uses ordinary business hours.
Stock ledger evidence: Subsection (c) defines the stock ledger and makes it the evidence of holders entitled to examine this list or vote. A marketing contact list does not establish those rights.
Editorial coverage: Reviewed coverage combines the current Delaware Code with the retained June 1, 2026 Chancery compilation. Supported calculators cover established events and final dates from June 1, 2026 through December 31, 2027. This editorial boundary is not statutory commencement or a finding of lateness. Earlier events, backward periods crossing the boundary and later results require renewed edition review. No computed or paid date is supplied outside this coverage.

8 Del. C. § 219(a), (c)

Use the actual meeting date for the preparation boundary. Establish the voting record date separately to determine which holders appear. The preparation date is distinct from the examination period and from a section 220 books-and-records demand.
The date is limited to this stated component and its established facts.

Which corporate acts and records must be completed?

Obtain the actual meeting date and the voting record-date decision.
If the voting record date lies inside ten days, establish the statutory tenth-day snapshot.
Prepare the required list and the separate ten-day examination access.
If the voting record date is less than ten days before the meeting, subsection (a) uses holders as of the tenth day before the meeting for this list. It does not move the preparation boundary forward to the later record date.
Subsection (a) requires examination for a purpose germane to the meeting during the ten-day period ending the day before it. Network access information accompanies the meeting notice; the principal-office branch uses ordinary business hours.
Subsection (c) defines the stock ledger and makes it the evidence of holders entitled to examine this list or vote. A marketing contact list does not establish those rights.

Questions about this particular governance requirement