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Tennessee General Assembly· HB 2454Comp. SB subst.

Trusts - As enacted, makes various changes regarding trusts and wills, including permitting confidential information related to trusts that is contained in court filings, including court orders, to be redacted or filed u, the official text

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      State f/Jennessee

                             PUBLIC CHAPTER NO. 616

                                                    SENATE BILL NO. 1910

                                                         By Stevens, Seal

                                           Substituted for: House Bill No. 2454

                                                             By Garrett

AN ACT to amend Tennessee Code Annotated, Title 32; Title 35 and Title 67, relative to trust and
          estate law.

BE IT ENACTED BY THE GENERAL ASSEMBLY OF THE STATE OF TENNESSEE:

          SECTION 1. Tennessee Code Annotated, Section 32-1-107, is amended by redesignating
the current section as subsection (a) and adding the following new subsection:

                    (b) A will described in subsection (a) is sufficiently proved to be admitted to probate in
          this state if it is proved that the will could be admitted to probate:

                              (1) In the state where it was signed;

                              (2) Under the law of the testator's domicile at the time of its execution; or

                              (3) In a manner prescribed by§ 32-2-104, § 32-2-105, or§ 32-2-110.

          SECTION 2. Tennessee Code Annotated, Section 35-15-110, is amended by deleting the
section and substituting:

                    (a) A charitable organization expressly designated to receive distributions under the
          terms of a trust has the rights of a qualified beneficiary under this chapter, if the charitable
          organization, on the date the charitable organization's qualification is being determined,
          would be a qualified beneficiary under this chapter if such charitable organization were an
          individual beneficiary. Any such charitable organization expressly designated in the terms of
          a trust may receive notice and information pursuant to§§ 35-15-705, 35-15-813, and 35-15-
          817, and participate in nonjudicial settlement agreements under§ 35-15-111.

                    (b) The attorney general and reporter may exercise the rights of a qualified
          beneficiary with respect to a charitable trust having its principal place of administration in this
          state if all of the interests in the trust that are for a charitable purpose, in the aggregate, on
          the date the attorney general and reporter's qualification is being determined, would cause
          an individual beneficiary to be a qualified beneficiary under this chapter if all of such interests
          were for the benefit of an individual beneficiary instead of for charitable purposes.

          SECTION 3. Tennessee Code Annotated, Section 35-15-103, is amended by deleting the
language "an agreement of the qualified beneficiaries" wherever it appears and substituting "a
nonjudicial settlement agreement".

          SECTION 4. Tennessee Code Annotated, Section 35-15-414(a}, is amended by deleting the
language "one hundred thousand dollars ($100,000)" and substituting "two hundred fifty thousand
dollars ($250,000)".

          SECTION 5. Tennessee Code Annotated, Section 35-15-709, is amended by adding the
following as a new subsection:

                    (c) A trustee may pay properly incurred expenses directly from the trust estate,
          including the payment of attorney's fees and expenses in defense of an action of the trustee.
SB 1910

         This subsection (c) does not limit the ability of the court to prevent further disbursement from
         the trust by the trustee, or demand immediate reimbursement back to the trust property at
          any time, or authorize an award pursuant to part 10 of this chapter.

          SECTION 6. Tennessee Code Annotated, Section 35-15-710, is amended by deleting the
language "an agreement of the qualified beneficiaries" and substituting "a nonjudicial settlement
agreement".

          SECTION 7. Tennessee Code Annotated, Section 35-15-808(b), is amended by deleting the
language "an agreement of the qualified beneficiaries" and substituting "a nonjudicial settlement
agreement".

          SECTION 8. Tennessee Code Annotated, Section 35-15-817(f), is amended by adding the
following language to the end of the subsection:

          In order to be effective, any such person's objection must identify with reasonable specificity
          the portion of the notice or exhibits to which the beneficiary objects and the basis for the
          objection. A general objection without reasonable specificity is ineffective and must be
          disregarded.

          SECTION 9. Tennessee Code Annotated, Section 35-15-8170), is amended by adding the
following language to the end of the subsection:

          Any objection may also be withdrawn at any time in writing and such objection will have no
          effect andwill be disregarded.

          SECTION 10. Tennessee Code Annotated, Section 35-15-817(k), is amended by deleting
the language "ten (10) business days" and substituting "five (5) business days".

          SECTION 11. Tennessee Code Annotated, Section 35-15-818, is amended by deleting the
language "subdivision (a)(1 )" and substituting "subdivision (1 )".

        . SECTION 12. Tennessee Code Annotated, Section 35-15-818, is amended by deleting the
language "and" at the end of subdivision (11 ), deleting subdivision (12), and substituting:

                    (12) The trustee may exercise the power to appoint principal under subdivision (1) by
          modifying or restating the trust instrument; and

                    (13) For pur-poses of this section:

                              (A) "Original trust" means the trust from which principal is being distributed;
                    and

                              (8) "Second trust" means an original trust after modification or restatement
                    under this section, or a trust to which a distribution of property from an original trust is
                    or may be made under this section; provided, that the exercise of the power to
                    appoint principal under this section to a second trust by restatement or modification of
                    the original trust does not require the retitling of property titled to the original trust or a
                    change in a payable on death or beneficiary designation to the original trust, even if
                    the second trust is created by a fiduciary or other person.

          SECTION 13. Tennessee Code Annotated, Title 35, Chapter 15, Part 8, is amended by
adding the following new section:

                    (a) When acting in a managerial capacity with respect to a closely held business,
          including serving as a director, officer, manager, general partner, or other controlling person
          of such entity, a trustee, trust 1advisor, or trust protector is not liable for any resulting loss or
          failure to maximize returns; provided that:

                              (1) The trustee, trust advisor, or.trust protector is an excluded fiduciary acting
                    pursuant to valid direction of a trust protector or trust advisor; or

                              (2) The trustee, trust advisor, or trust protector:

                                         (A) Acts in good faith;

                                         (8) Acts· with the care that a person in a like business position would
                               reasonably believe appropriate under similar circumstances;

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SB 1910

                                       (C) Reasonably believes the action or inaction is in the best interest of
                             the trust and its beneficiaries; and

                                       (D) Does not act with an improper motive, as defined in § 35-15-
                             814(a)(1 )(A), including an intent to benefit the trustee personally or to further
                             any purpose other than the best interests of one (1) or more beneficiaries.

                   (b) A trustee, trust advisor, or trust protector is not liable to a beneficiary for any act,
         omission, or decision made in a managerial or controlling capacity with respect to a closely
         held business interest, unless the act or omission does not comply with subsection (a). A
         court shall not determine that the trustee, trust advisor, or trust protector failed to meet this
         standard merely because the court would not have exercised the discretion in the same
         manner.

                   (c) This section applies regardless of whether the trustee, trust advisor, or trust
         protector receives compensation from the trust or the business entity; provided, that any
         such compensation is reasonable, disclosed, and not prohibited by the terms of the trust.

                   (d) This section does not limit the court's authority to review conduct or to grant
         appropriate relief under title 35, chapter 15, part 10, if the trustee, trust advisor, or trust
         protector's actions are shown to be a breach of trust not protected under this section.

                   (e) This section does not alter the duties with respect to the investment in or
         ownership of a closely held business, including, but not limited to, those imposed by the
         Tennessee Uniform Prudent Investor Act of 2002, compiled in title 35, chapter 14, such as
         the duty to diversify.

         SECTION 14. Tennessee Code Annotated, Title 35, Chapter 15, Part 11, is amended by
adding the following new section:

                   (a) Confidential information related to trusts that is contained in court filings, including
         court orders, may be redacted or filed under seal without a prior court order so long as
          unredacted and complete copies of such filings are promptly provided to the court in camera
          and to all qualified beneficiaries, and the trustee and qualified beneficiaries consent to the
          redaction or filing under seal if the underlying matter:

                             (1) Does not involve third parti'es;

                             (2) Solely concerns the trustee and the qualified beneficiaries; and

                             (3) Relates to matters involving the validity, construction, and administration of
                   a trust, including the duties and powers of a trustee and the rights and interests of a
                   beneficiary.

                   (b) Unless the court orders otherwise, confidential information once redacted or filed
          under seal must be redacted or filed under seal, as applicable, without a prior court order in
          all subsequent filings and orders in the matter. Unredacted and complete copies of such
          filings and orders must be promptly provided in camera to the court and to all qualified
          beneficiaries, unless a court orders otherwise.

                   (c)(1) This section does not abridge the power of any court of competent jurisdiction
                   to order the production of unredacted and complete copies of petitions, filings, and
                    orders that have been redacted or filed under seal to a qualified beneficiary or any
                    other interested person for cause shown. The existence of a compelling interest for
                   filing documents redacted and under seal with a court must be presumed for all
                    matters involving a trust since such matters involve purely private litigants,. matters of
                    purely private concern with little legitimate· public· interest, and risk serious
                    embarrassment or specific harm from disclosure.

                             (2) In determining whether the presumption of a compelling interest for filing
                    redacted documents and under seal is overcome, a court may con·sider, among other
                  • factors,.whether:

                                       (A) A public entity or official would benefit from secrecy;

                                       (B) The information involves a matter of public concern; or

                                       (C) The information is important to other litigation such that sharing the
                              information would promote fairnes~ and efficiency.

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SB 1910

              (d) As used in this section, "confidential information related to trusts" includes:

                        (1) Trust instruments, settlement agreements, modification agreements,
              trustee resolutions, inventories, accountings, and reports;

              (2) The names and addresses of trust settlers, trustees, and beneficiaries;

              (3) Trust dispositive terms, including, without limitation:

              . (A) Purely private litigants; and

                        (8) Matters of purely private concern with little legitimate public
              interest;

              (4) Corporate and company records relating to trusts;

                        (5) . Personally identifying information, including, without limitation, social
              security numbers and dates of birth; and

                        (6) Any other information the court deems confidential, if there is a compelling
              interest in protecting the confidentiality of the information which outweighs the public
              interest in accessing such information.

SECTION 15. Tennessee Code Annotated, Section 35-15-1201(a), is amended by deleting

the language "an agreement of the qualified beneficiaries" and substituting "a nonjudicial settlement

ag'reement".                                                                      •

SECTION 16. Tennessee Code Annotated, Section 35-15-1201(a)(14), is amended by

deleting the subdivision and substituting:                 •

              (14) The power to appoint under§ 35-15-818;

          SECTION 17. Tennessee Code Annotated, Section 67-4-2008(a)(11)(B)(i), is amended by
deleting the subdivision and substituting:

          (i) "Family-owned" means that at least ninety-five percent (95%) of the voting rights,
capital interest, or profits of the entity are owned either by natural persons who are relatives
or by trusts for the benefit of such relatives or by the estate of a deceased individual who was
a relative while living. For this purpose, natural persons are considered re·latives, if, by blood
or adoption, they are descended from a common ancestor and their relationship with each
other is that of a first cousin or closer than that of a first cousin, or if they are a spouse or
former spouse of any such person or a lineal descendant of a spouse or former spouse of
any such person.

          SECTION 18. Tennessee Code Annotated, Section 67-4-2008, is amended by deleting
subdivisions (a)(11 )(B)(ii) and (v) .

          SECTION 19. The Tennessee Code Commission is requested to publish in Tennessee Code
Annotated the revisions to the official comments for Chapter 1 of Title 32, Chapter 15 of Title 35, and
Chapter 4 of Title 67 that are filed with the executive secretary of the Tennessee Code Commission
by May 19, 2026, by duly authorized representatives of the Trust Committee of the Tennessee
Bankers Association.

SECTION 20. This act takes effect July 1, 2026, the public welfare requiring it.

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            SENATE BILL NO. 1910

PASSED:     March 12, 2026

                                             RANDY Mc~LLY
                                SPEAKER OF THE SEJJA TE

                                CAMERONS!.WPON,SPEAKER
                                HOUSE OF REPRESENTATIVES

APPROVED this J_(otL day of YY]ay4'       2026

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         -  -  --
                          LEE,  GOVERNOR
                    BILL
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