TITLE 30

CORPORATIONS

CHAPTER 20

IDAHO BENEFIT CORPORATION ACT

30-2009.  STANDARD OF CONDUCT FOR OFFICERS. (1)  Each officer of a benefit corporation shall consider the interests and factors as provided in section 30-2007, Idaho Code, if the officer has discretion to act with respect to a matter, and it reasonably appears to the officer that the matter may have a material effect on the creation by the benefit corporation of general public benefit or a specific public benefit identified in the articles of incorporation.

(2)  The consideration of interests and factors as provided in subsection (1) of this section shall not constitute a violation of sections 30-29-841 and 30-29-842, Idaho Code.

(3)  Except as provided in the articles of incorporation or bylaws, an officer is not personally liable for monetary damages for:

(a)  An action or inaction as an officer in the course of performing the duties of an officer under subsection (1) of this section if the officer performed the duties of the position in compliance with sections 30-29-841 and 30-29-842, Idaho Code, and this section; or

(b)  Failure of the benefit corporation to pursue or create general public benefit or specific public benefit.

(4)  An officer does not have a duty to a person that is a beneficiary of the general public benefit purpose or a specific public benefit purpose of a benefit corporation arising from the status of the person as a beneficiary.

History:

[30-2009, added 2015, ch. 217, sec. 1, p. 678; am. 2016, ch. 47, sec. 12, p. 109.]