§ 16-10b-201 Corporate purposes

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Terms Used In Utah Code > Title 16 > Chapter 10b > Part 2 - Corporate Purposes

  • Amendment: A proposal to alter the text of a pending bill or other measure by striking out some of it, by inserting new language, or both. Before an amendment becomes part of the measure, thelegislature must agree to it.
  • Benefit corporation: means a business corporation:
         (2)(a) that elects to become subject to this chapter; and
         (2)(b) the status of which as a benefit corporation has not been terminated. See Utah Code 16-10b-103
  • Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
  • General public benefit: means a material positive impact on society and the environment:
         (9)(a) taken as a whole;
         (9)(b) assessed against a third-party standard; and
         (9)(c) from the business of a benefit corporation. See Utah Code 16-10b-103
  • Minimum status vote: means :
         (12)(a) in the case of a business corporation, in addition to any other required approval or vote, the satisfaction of the following conditions:
              (12)(a)(i) the shareholders of every class or series may vote as a separate voting group on the corporate action regardless of a limitation stated in the articles of incorporation or bylaws on the voting rights of a class or series; and
              (12)(a)(ii) the corporate action is required to be approved by vote of the shareholders of each class or series entitled to cast at least two-thirds of the votes that all shareholders of the class or series are entitled to cast on the action; or
         (12)(b) in the case of a domestic entity other than a business corporation, in addition to any other required approval, vote, or consent, the satisfaction of the following conditions:
              (12)(b)(i) the holders of every class or series of equity interest in the entity that are entitled to receive a distribution of any kind from the entity may vote on or consent to the action regardless of any otherwise applicable limitation on the voting or consent rights of a class or series; and
              (12)(b)(ii) the action must be approved by vote or consent of the holders described in Subsection (12)(b)(i) entitled to cast at least two-thirds of the votes or consents that all of those holders are entitled to cast on the action. See Utah Code 16-10b-103
  • Specific public benefit: includes :
         (14)(a) providing low-income or underserved individuals or communities with beneficial products or services;
         (14)(b) promoting economic opportunity for individuals or communities beyond the creation of jobs in the normal course of business;
         (14)(c) protecting or restoring the environment;
         (14)(d) improving human health;
         (14)(e) promoting the arts, sciences, or advancement of knowledge;
         (14)(f) increasing the flow of capital to entities with a purpose to benefit society or the environment; and
         (14)(g) conferring any other particular benefit on society or the environment. See Utah Code 16-10b-103