SF2053 - Minnesota Public Benefit Corporation Act

• Establishes Minnesota Statutes chapter 304A to create a new corporate structure for public benefit corporations, which can pursue social and environmental benefits alongside profit motives.

• Defines two types of public benefit corporations: general benefit corporations (pursuing broad public benefit) and specific benefit corporations (pursuing narrowly defined public benefits stated in articles).

• Requires directors of public benefit corporations to consider effects on public benefit goals and constituency interests, and prohibits giving automatic priority to shareholder profits unless articles specify otherwise.

• Mandates annual benefit reports filed with the secretary of state within 90 days of year-end (with $35 fee); general benefit corporations must reference third-party standards while specific benefit corporations provide narrative descriptions of benefit creation.

• Allows existing corporations to elect public benefit status by two-thirds shareholder vote, provides shareholder dissent rights, and authorizes courts to revoke status or impose remedies for substantial breaches of public benefit duties; status revocation occurs automatically if annual reports are not filed timely.