MS HB8

Creates the "Mississippi Benefit Corporation Act" allowing business corporations to elect to become benefit corporations with a purpose of creating general public benefit alongside their traditional business purposes.

Requires benefit corporations to have a board-designated benefit director (who must be independent) and permits a benefit officer; establishes specific duties for directors and officers to consider effects on shareholders, employees, customers, communities, and the environment.

Mandates annual benefit reports assessed against third-party standards, to be delivered to shareholders within 120 days of fiscal year-end and filed with the Secretary of State for a $25.00 fee.

Limits liability for benefit corporations and their directors/officers regarding failure to pursue public benefit; restricts benefit enforcement proceedings to direct actions by the corporation or derivative suits by shareholders owning at least 2% of shares, directors, or specified parties.

Requires minimum two-thirds shareholder vote (by all classes) to amend articles to become or cease being a benefit corporation, or to approve asset sales outside ordinary business operations.