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NC S26
Bill
Status
2/1/2011
Primary Sponsor
Peter Brunstetter
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AI Summary
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Establishes the North Carolina Benefit Corporation Act, creating a new corporate structure where corporations can elect to pursue both profit and public benefit purposes by including a provision in their articles of incorporation.
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Requires benefit corporations to consider effects of decisions on shareholders, employees, customers, local communities, the environment, and the corporation's ability to accomplish its public benefit purposes, while protecting directors from liability except for improper personal benefit, willful misconduct, or knowing violations of law.
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Mandates appointment of an independent benefit director who must assess and report annually on whether the corporation pursued its general and specific public benefit purposes and whether directors complied with required standards.
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Requires annual benefit reports to shareholders within 120 days of fiscal year-end, including narrative descriptions of public benefit pursuit, third-party social and environmental performance assessments, benefit director statements, and director compensation information.
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Allows shareholders owning 5% or more of shares, directors, or other designated persons to bring enforcement actions (benefit enforcement proceedings) to challenge directors' failure to pursue public benefit purposes.
Legislative Description
North Carolina Benefit Corporation Act
Last Action
Re-ref Com On Judiciary Subcommittee C
5/24/2012