Massachusetts Benefit Corporation Act

The act establishes the benefit corporation as an optional corporate form under a state's general business corporation law, setting out how a company may be formed as one, how an existing corporation or a surviving corporation in a merger may take on that status, and how the status may be terminated, with shareholder approval required for such changes. It requires a benefit corporation to pursue a public benefit purpose alongside ordinary corporate ends, imposes accountability standards on directors and officers for weighing interests beyond shareholder return, allows for a designated benefit director and benefit officer with defined duties, and requires an annual benefit report on the corporation's performance against that purpose. Enforcement runs through a dedicated benefit enforcement proceeding; shareholders who object to a change in status may dissent and demand payment for their shares, and the act makes clear that benefit corporation status alone carries no property tax exemption.

Editorial summary generated from the text of this act. It is not part of the statute — read the sections below for the operative language.