Nevada § 78B.160 Officers: Duties; liability

Nevada Statutes

§ 78B.160 — Officers: Duties; liability

Nevada·Title 7 BUSINESS ASSOCIATIONS; SECURITIES; COMMODITIES·Ch. 78B Benefit· POWERS AND DUTIES

1. Each officer of a benefit corporation shall consider the interests and factors described in NRS 78B.150 if:

(a)The officer has discretion to act with respect to a matter; and

(b)It reasonably appears to the officer that the matter may have a material effect on:

(1)The creation of general public benefit or any specific public benefit identified in the articles of incorporation of the benefit corporation pursuant to NRS 78B.140 ; or

(2)Any of the interests or factors described in subsections 2 and 3 of NRS 78B.150 . 2. The consideration by an officer of a benefit corporation of interests and factors in the manner described in subsection 1 does not constitute a violation of the duties of the officer. 3. An officer is not liable for monetary damages for:

(a)Any action or inaction as an

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1. Each officer of a benefit corporation shall consider the interests and factors described in NRS 78B.150 if:
(a) The officer has discretion to act with respect to a matter; and
(b) It reasonably appears to the officer that the matter may have a material effect on:
(1) The creation of general public benefit or any specific public benefit identified in the articles of incorporation of the benefit corporation pursuant to NRS 78B.140 ; or
(2) Any of the interests or factors described in subsections 2 and 3 of NRS 78B.150 .
2. The consideration by an officer of a benefit corporation of interests and factors in the manner described in subsection 1 does not constitute a violation of the duties of the officer.
3. An officer is not liable for monetary damages for:
(a) Any action or inaction as an officer in the course of performing the duties of an officer under subsection 1 if the officer performed the duties of his or her position in compliance with this section.
(b) Failure of the benefit corporation to pursue or create general public benefit or any specific public benefit identified in the articles of incorporation pursuant to NRS 78B.140 .
4. An officer does not have a duty to a person who is a beneficiary of the general public benefit purpose or any specific public benefit purpose identified in the articles of incorporation of the benefit corporation pursuant to NRS 78B.140 arising from the status of the person as a beneficiary.
5. In performing his or her duties, an officer of a benefit corporation has the benefit of the presumptions established by subsection 3 of NRS 78.138 .