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AZ HB2276
Bill
Status
3/5/2013
Primary Sponsor
Tom Forese
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AI Summary
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Creates a new chapter 22 in Arizona Revised Statutes establishing the legal framework for benefit corporations, which are corporations that pursue general public benefit and may pursue specific public benefits in addition to shareholder profits.
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Allows existing corporations to elect benefit corporation status by amending articles of incorporation with approval of at least a two-thirds supermajority vote of shareholders, or new corporations to incorporate directly as benefit corporations.
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Requires benefit corporations to have a benefit director (mandatory for publicly traded benefit corporations, optional for others) who must prepare annual opinions on the corporation's pursuit of its public benefit purposes and directors' and officers' compliance with benefit corporation duties.
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Mandates annual benefit reports to shareholders and the Arizona Corporation Commission assessing the corporation's social and environmental performance against a third-party standard, including narrative descriptions of public benefit pursuit and any obstacles encountered.
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Establishes that directors and officers of benefit corporations must consider effects on shareholders, employees, customers, communities, the environment, and the corporation's ability to accomplish its public benefit purposes, with protections limiting personal liability for good faith efforts to pursue these purposes.
Legislative Description
Benefit corporations
Last Action
Referred to Senate GE Committee
3/13/2013