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NC H440
Bill
Status
3/26/2013
Primary Sponsor
Charles McGrady
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AI Summary
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Establishes a new business structure called a "benefit corporation" in North Carolina that must pursue a general public benefit (material positive impact on society and environment) in addition to shareholder interests.
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Requires benefit corporations to have a designated independent benefit director who must report annually on whether the corporation acted in accordance with its public benefit purposes and whether directors complied with their duties under the act.
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Allows shareholders to bring enforcement actions (called "benefit enforcement proceedings") only against directors for failing to pursue the corporation's public benefit purposes, with standing granted to shareholders owning 5% or more of shares, any director, or other persons specified in articles of incorporation or bylaws.
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Requires annual benefit reports to shareholders within 120 days of fiscal year-end that include assessments using third-party standards, descriptions of public benefit pursuits, the benefit director's statement, and director compensation information.
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Mandates a 90% shareholder vote to convert an existing corporation to benefit corporation status and a 66⅔% vote to terminate benefit corporation status, with benefit corporations explicitly denied property tax exemptions.
Legislative Description
North Carolina Benefit Corporation Act
Last Action
Ref to the Com on Commerce and Job Development, if favorable, Rules, Calendar, and Operations of the House
5/15/2013