SB1141 Summary

• Adds "electronic transmission" to the definition of permissible communication methods for corporations and allows shareholders and directors to act by electronic transmission including for voting and consent actions.

• Expands the purposes corporations can pursue to include nonmonetary purposes and allows directors to consider effects on employees, customers, communities, environment, and other interests beyond just shareholder profit, with liability protections for decisions affecting nonmonetary purposes.

• Reduces the lookback period for criminal history disclosures in certificates of disclosure from seven years to five years for officers, directors, and persons controlling 10+ percent of shares.

• Permits shareholder action without meetings through written consent by majority vote (with exceptions for director elections and certain corporations), and allows remote participation in shareholders' meetings with reasonable verification measures.

• Creates civil liability for persons knowingly authorizing or signing false filings with the corporation commission, with a two-year discovery period or six-year absolute deadline, excluding publicly-traded companies and statutory agent consents.