Section 301 – Standard of conduct for members.
Effective 5/14/2019 48-4-301. Standard of conduct for members. (1) When discharging a duty under this chapter, each member of a member-managed benefit company: (a) shall consider the effect of any action or inaction on: (i) the members of the benefit company; (ii) the employees and workforce of the benefit company; (iii) the interests of customers […]
Section 302 – Standard of conduct for managers and officers.
Effective 5/8/2018 48-4-302. Standard of conduct for managers and officers. (1) Each manager of a manager-managed benefit company shall consider the interests and factors described in Subsections 48-4-301(1) and (2) when discharging the manager’s duties under this chapter and the operating agreement. (2) If a benefit company has a person serving as an officer, the […]
Section 303 – Right of action.
Effective 5/8/2018 48-4-303. Right of action. (1) Except in a benefit enforcement proceeding, a person may not bring an action or assert a claim against a benefit company or a benefit company’s member, manager, or officer with respect to: (a) failure to pursue or create general public benefit or a specific public benefit set forth […]
Section 401 – Annual benefit report.
Effective 5/8/2018 48-4-401. Annual benefit report. (1) A benefit company shall prepare an annual benefit report that includes: (a) a narrative description of: (i) the ways in which the benefit company pursued the benefit company’s general public benefit purpose during the year and the extent to which general public benefit was created; (ii) the ways […]
Section 402 – Availability of annual benefit report.
Effective 5/8/2018 48-4-402. Availability of annual benefit report. (1) Each year, a benefit company shall send the benefit report described in Section 48-4-401 to each member: (a) within 120 days after the day on which the benefit company’s fiscal year ends; or (b) the day on which the benefit company delivers any other annual report […]
Section 105 – Benefit company name.
Effective 5/8/2018 48-4-105. Benefit company name. (1) The name of a benefit company may contain the words “benefit limited liability company,” “benefit limited company,” or “benefit company” or the abbreviation “B.L.L.C.,” “BLLC,” “B.L.C.,” or “BLC.” “Limited” may be abbreviated as “Ltd.,” and “company” may be abbreviated as “Co.” (2) A benefit company that complies with […]
Section 201 – Company purpose.
Effective 5/8/2018 48-4-201. Company purpose. (1) In addition to the benefit company’s purpose under Section 48-3a-104, a benefit company shall have a purpose of creating general public benefit. (2) (a) A benefit company’s certificate of organization may identify one or more specific public benefits that are the purposes of the benefit company to create. (b) […]
Section 102 – Application and effect of chapter.
Effective 5/14/2019 48-4-102. Application and effect of chapter. (1) This chapter applies to a benefit company organized under this chapter. (2) (a) The existence of a provision in this chapter does not itself create an implication that a contrary or different rule of law is applicable to a limited liability company that is not a […]
Section 104 – Benefit company status.
Effective 5/8/2018 48-4-104. Benefit company status. (1) A person may form a benefit company in accordance with Title 48, Chapter 3a, Utah Revised Uniform Limited Liability Company Act, except the certificate of organization shall state that the limited liability company is a benefit company. (2) (a) A limited liability company may elect to become a […]
Section 1205 – Management of a series.
48-3a-1205. Management of a series. (1) A series is member-managed unless the operating agreement: (a) expressly provides that: (i) the series is or will be “manager-managed”; (ii) the series is or will be “managed by managers”; or (iii) management of the series is or will be “vested in managers”; or (b) includes words of similar […]