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13-C §1823. Standard of conduct for officers

§1823. Standard of conduct for officers 1.  General rule.  An officer of a benefit corporation shall consider the interests and factors described in section 1821, subsection 1 in the manner provided in section 1821, subsection 1 if:   A. The officer has discretion to act with respect to a matter; and   [PL 2019, c. […]

13-C §1824. Benefit officer

§1824. Benefit officer 1.  Designation.  A benefit corporation may have an officer designated the benefit officer.   [PL 2019, c. 328, §1 (NEW).] 2.  Functions.  A benefit officer has:   A. The powers and duties relating to the purpose of the corporation to create general public benefit or a specific public benefit provided by the […]

13-C §1825. Right of action

§1825. Right of action 1.  General rule.  Except in a benefit enforcement proceeding, a person may not bring an action or assert a claim against a benefit corporation or its directors or officers with respect to:   A. Failure to pursue or create general public benefit or a specific public benefit set forth in the […]

13-C §1831. Preparation of annual benefit report

§1831. Preparation of annual benefit report 1.  Contents.  A benefit corporation shall prepare an annual benefit report including:   A. A narrative description of:   (1) The ways in which the benefit corporation pursued general public benefit during the year and the extent to which general public benefit was created;   (2) The ways in […]

13-C §1832. Availability of annual benefit report

§1832. Availability of annual benefit report 1.  Timing of report.  A benefit corporation shall send its annual benefit report to each shareholder on the earlier of:   A. One hundred and twenty days following the end of the fiscal year of the benefit corporation; and   [PL 2019, c. 328, §1 (NEW).] B. At the […]

13-C §1702. Application to qualified foreign corporations

§1702. Application to qualified foreign corporations A foreign corporation authorized to transact business in this State on the effective date of this Act is subject to this Act but is not required to obtain a new certificate of authority to transact business under this Act.   [PL 2001, c. 640, Pt. A, §2 (NEW); PL […]

13-C §1801. Application and effect of chapter

§1801. Application and effect of chapter 1.  Application of chapter.  This chapter applies to all benefit corporations.   [PL 2019, c. 328, §1 (NEW).] 2.  Application of corporation law generally.  This chapter does not create an implication that a contrary or different rule of law applies to a corporation that is not a benefit corporation. […]

13-C §1802. Definitions

§1802. Definitions As used in this chapter, unless the context otherwise indicates, the following terms have the following meanings.   [PL 2019, c. 328, §1 (NEW).] 1.  Benefit corporation.  “Benefit corporation” means a corporation:   A. That has elected to become subject to this chapter pursuant to section 1804; and   [PL 2019, c. 328, […]

13-C §1803. Incorporation of benefit corporation

§1803. Incorporation of benefit corporation A benefit corporation must be incorporated in accordance with chapter 2, and its articles of incorporation must state that it is a benefit corporation.   [PL 2019, c. 328, §1 (NEW).] SECTION HISTORY PL 2019, c. 328, §1 (NEW).

13-C §1804. Election of benefit corporation status

§1804. Election of benefit corporation status 1.  Existing corporation.  An existing corporation may become a benefit corporation under this chapter by amending its articles of incorporation so that they contain, in addition to the requirements of section 202, a statement that the corporation is a benefit corporation. In order to be effective, the amendment must […]