New Hampshire § 293-C:11 Right of Action

New Hampshire Statutes

§ 293-C:11 — Right of Action

New Hampshire § 293-C:11

Title XXVIICORPORATIONS, ASSOCIATIONS, AND PROPRIETORS OF COMMON LANDS

Ch. 293-CBENEFIT CORPORATIONS

SubdivisionAccountability

This text of New Hampshire § 293-C:11 (Right of Action) is published on Counsel Stack Legal Research, covering New Hampshire primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook

N.H. Rev. Stat. Ann. § 293-C:11 (2026).

Text

I. Except in a benefit enforcement proceeding, no person shall 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 its articles of incorporation; or

(b)Violation of an obligation, duty, or standard of conduct under this chapter. II. 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. III. A benefit enforcement proceeding shall be commenced or maintained only:

(a)Directly by the benefit corporation; or

(b)Derivatively in accordance with RSA 293-A:7.40 through RSA 293-A:7.48 by:

(1)A person o

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I. Except in a benefit enforcement proceeding, no person shall 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 its articles of incorporation; or
(b) Violation of an obligation, duty, or standard of conduct under this chapter.
II. 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.
III. A benefit enforcement proceeding shall be commenced or maintained only:
(a) Directly by the benefit corporation; or
(b) Derivatively in accordance with RSA 293-A:7.40 through RSA 293-A:7.48 by:
(1) A person or group of persons that owned beneficially or of record at least 2 percent of the total number of shares of a class or series outstanding at the time of the act or omission complained of;
(2) A director;
(3) A person or group of persons that owned beneficially or of record 5 percent or more of the outstanding equity interests in an entity of which the benefit corporation is a subsidiary at the time of the act or omission complained of; or
(4) Other persons as specified in the articles of incorporation or bylaws of the benefit corporation.
IV. For purposes of this section, a person is the beneficial owner of shares or equity interests if the shares or equity interests are held in a voting trust or by a nominee on behalf of the beneficial owner.
V. In an action commenced under this section, if it is determined that a corporation established pursuant to this chapter has failed to pursue a general public benefit or a specific public benefit set forth in its articles of incorporation, the secretary of state may revoke the corporation's status as a benefit corporation under this chapter.