§ 33-38-420 — Officer liability for benefit corporation.

South Carolina § 33-38-420

• Jurisdiction: South Carolina
• Title 33: CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS
• Ch. 38: SOUTH CAROLINA BENEFIT CORPORATION ACT

Text

(A) Each officer of a benefit corporation shall consider the interests and factors described in Section 33-38-400 in the manner provided in that section if: (1) the officer has discretion to act with respect to a matter; and (2) it reasonably appears to the officer that the matter may have a material effect on the creation by the benefit corporation of a general public benefit or a specific public benefit identified in the public benefit corporation's articles of incorporation. (B) The consideration of interests and factors in the manner described in subsection (A) shall not constitute a violation of Section 33-8-420. (C) An officer is not personally liable for monetary damages for: (1) any act taken as an officer, or any omission to act as an officer, if the officer performed the duties of office in compliance with Section 33-8-410; or (2) failure of the benefit corporation to pursue or create a general public benefit or a specific public benefit. (D) An officer does not have a duty to any specific person that is a beneficiary of the general public benefit purpose or a specific public benefit purpose of a public benefit corporation arising from the status of the person as a beneficiary.

Legislative History

HISTORY: 2012 Act No. 277, SECTION 1, eff June 14, 2012.