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NC H419
Bill
Status
3/21/2011
Primary Sponsor
Alma Adams
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AI Summary
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Establishes a new framework for "benefit corporations" in North Carolina that must include creating a general public benefit and may include specific public benefits like environmental preservation, economic opportunity, or improved human health.
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Requires benefit corporations to designate an independent "benefit director" who must assess and report annually on whether the corporation pursued its public benefit purposes and whether directors complied with their duties to consider effects on shareholders, employees, customers, communities, environment, and the corporation's long-term interests.
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Directors of benefit corporations are protected from liability for monetary damages except for acts involving improper personal benefit, willful misconduct, or knowing violation of law, and cannot be held liable for merely failing to create a public benefit.
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Benefit corporations must file annual benefit reports with shareholders assessing social and environmental performance using third-party standards, and file reports with the Secretary of Revenue or Secretary of State; reports must be posted on the corporation's website for five years.
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Allows shareholders owning 5% or more of shares, directors, or other specified persons to bring enforcement proceedings against the corporation or its directors for failing to pursue public benefit purposes or violating duties under the statute.
Legislative Description
North Carolina Benefit Corporation Act
Last Action
Ref to the Com on Commerce and Job Development, if favorable, Judiciary Subcommittee C
3/22/2011