District of Columbia § 29-1303.05 Right of action.

District of Columbia Statutes

§ 29-1303.05 — Right of action.

District of Columbia § 29-1303.05

Title 29Business Organizations. [Enacted title]

Ch. 13Benefit Corporations.

Subch. IIIAccountability.

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Bluebook

D.C. Code § 29-1303.05 (2026).

Text

(a)Except in a benefit enforcement proceeding, no person may bring an action or assert a claim against a benefit corporation or its directors or officers with respect to:

(1)Failure to pursue or create general public benefit or a specific public benefit set forth in its articles of incorporation; or

(2)Violation of a duty or standard of conduct under this chapter.

(b)A benefit corporation shall not be liable for monetary damages under this chapter for any failure of the benefit corporation to pursue or create general public benefit or a specific public benefit.

(c)A benefit enforcement proceeding may be commenced or maintained only:

(1)Directly by the benefit corporation; or

(2)Derivatively by:

(A)A shareholder;

(B)A director;

(C)A person or group of

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(a) Except in a benefit enforcement proceeding, no person may bring an action or assert a claim against a benefit corporation or its directors or officers with respect to:

(1) Failure to pursue or create general public benefit or a specific public benefit set forth in its articles of incorporation; or

(2) Violation of a duty or standard of conduct under this chapter.

(b) A benefit corporation shall not be liable for monetary damages under this chapter for any failure of the benefit corporation to pursue or create general public benefit or a specific public benefit.

(c) A benefit enforcement proceeding may be commenced or maintained only:

(1) Directly by the benefit corporation; or

(2) Derivatively by:

(A) A shareholder;

(B) A director;

(C) A person or group of persons that owns beneficially or of record 5% or more of the equity interests in an entity of which the benefit corporation is a subsidiary; or

(D) Other persons as specified in the articles of incorporation or bylaws of the benefit corporation.