HB 1260 Summary

• Establishes a new benefit corporation structure under Indiana law (IC 23-1-56) allowing for-profit businesses to incorporate with a stated public benefit purpose effective July 1, 2014.

• Requires benefit corporations to identify one or more specific public benefits (artistic, charitable, cultural, economic, educational, environmental, literary, medical, religious, scientific, or technological) in their articles of incorporation and include "benefit corporation," "B.C.," or "BC" in their corporate name.

• Mandates the board of directors balance shareholder profits with the interests of stakeholders materially affected by the corporation and the identified public benefits, with directors protected from fiduciary duty claims for disinterested decisions meeting this standard.

• Requires benefit corporations to provide shareholders with biennial statements detailing their progress toward public benefit objectives using established measurement standards, with optional third-party certifications and public disclosure.

• Protects benefit corporation status by requiring 90% shareholder approval for non-benefit corporations to convert to benefit status, and 2/3 shareholder approval for benefit corporations to amend or remove public benefit provisions.