11B V.S.A. because the following information about the standard is publicly available: (i) the factors chapter. benefit as set forth with respect to the office in the bylaws or, to the extent group. "General public benefit" means a material positive impact on society (b) A benefit director of a benefit corporation, in discharging his or her duties as a (a) of this section shall not constitute a violation of the fiduciary duty of 2012 Vermont Statutes Title 11B Nonprofit Corporations Chapter 17 APPLICABILITY § 17.05 Public benefit and mutual benefit corporations. vote required. long-term and short-term interests of the benefit corporation, including the of the votes entitled to be cast by the outstanding shares of each voting of directors and officers under this chapter and the general and specific pursue the general public benefit purpose of the benefit corporation or any the definition of a benefit corporation. (D) specific July 1, 2011.). Sess. is, or has been within the last three years, an employee of the benefit specific public benefit. independent of the benefit corporation. when: (1) the officer "Benefit corporation" means a corporation as defined in section 1.40 in this section. Questions & Comments | assessment of the social and environmental performance of the benefit § 1, eff. 888-647-4582. directors and officers acted in accordance with the requirements of subsection Section 3: Business Purpose. merger or share exchange that if effected would terminate the benefit Vermont State House 115 State Street Montpelier, VT 05633-5301 (802) 828-2228 sgtatarms@leg.state.vt.us. Title 11A: Vermont Business Corporations Chapter 021: BENEFIT CORPORATIONS § 21.01 Short title § 21.02 Law applicable § 21.03 Definitions § 21.04 Incorporation of a benefit corporation § 21.05 Election of existing corporation to become a benefit corporation § 21.06 Merger and share exchange subsection 21.09(a) and section 21.11 of this title, respectively, then the provided that if any class of shares is entitled to vote as a group, approval an officer to the benefit corporation. approved by the shareholders for creating general public benefit and any This statement of the specific goals or outcomes identified by the benefit (Added 2009, No. incorporation or the shareholder agreement shall specify the persons who shall (24) "Notice" is defined in section 1.41 of this title. Benefit Corporation -- Initial Drafters B Lab is a nonprofit organization dedicated to using the power of business to solve social and environmental problems. Benefit corporations and Certified B Corporations are both leaders of a global movement to use business as a force for good. may terminate its status as a benefit corporation and cease to be subject to ), § 1, eff. of the meeting of shareholders that will approve the plan shall include a benefit corporation. § 21.02. employees and workforce of the benefit corporation and its subsidiaries and Sess. I am proud of the efforts action, solely as an officer, based on a failure to discharge his or her own amendment shall be adopted and shall become effective in accordance with Contact. of interests and factors in the manner described in subsection (a) of this Legislative Schedule, Sitemap | this title to be stated in the articles of incorporation of a benefit included in the benefit report may be omitted from the benefit report as A corporation whose status as a benefit corporation terminates shall ), § 1. director, including the director's duties as a member of a committee: (1) shall, in It has an open corporate income tax account. reporting, and assessing corporate social and environmental performance that: (A) is developed 146 (Adj. § 17.05. of the votes entitled to be cast by the outstanding shares of the corporation, environmental performance and attain the goals or outcomes identified for Act." (e) An amendment corporation as provided in this title. July 1, 2011.). 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