S.C. Code § 33-38-110
Short title
This chapter may be referred to and cited as the "South Carolina Benefit Corporation Act".
South Carolina Code Title 33, Chapter 38 — South Carolina Benefit Corporation Act
South Carolina · statute · S.C. Code tit. 33, ch. 38 · 16 active provisions
Provisions
S.C. Code § 33-38-120
Application of chapter; exemptions
(A) This chapter applies to all benefit corporations. (B) The provisions contained in Chapters 1-19 of this title apply to benefit corporations except where those provisions conflict with provisions contained in this chapter, in which case the provisions contained in this chapter control. (C) Other than as provided in…
S.C. Code § 33-38-130
Definitions
(A) The following definitions apply to this chapter: (1) "Benefit corporation" means a domestic corporation that has elected to become subject to this chapter and that has not terminated its status as a benefit corporation pursuant to Section 33-38-220. (2) "Benefit director" means either: (a) the director of the benef…
S.C. Code § 33-38-140
No entitlement to property tax exemptions
A benefit corporation is not entitled to claim an exemption from any property tax imposed by law.
S.C. Code § 33-38-200
Incorporation as a benefit corporation
A domestic corporation, including a domestic corporation incorporated upon a conversion, may be incorporated as a benefit corporation by including in its original articles of incorporation a provision stating that the corporation is a benefit corporation governed by this chapter. The articles of incorporation also must…
S.C. Code § 33-38-210
Effective date for incorporation as a benefit corporation; merger when surviving corporation is a benefit corporation
(A) An existing domestic corporation shall become a benefit corporation on the effective date of the amendment to its articles of incorporation to include a provision providing that the corporation is a benefit corporation governed by this chapter. As amended, the articles of incorporation also must include an identifi…
S.C. Code § 33-38-220
Termination of status as benefit corporation
(A) A benefit corporation may terminate its status and cease to be subject to this chapter by amending its articles of incorporation to remove the provision that the corporation is a benefit corporation governed by this chapter. The amendment must be approved in the manner required by Section 33-38-230. Any sale, lease…
S.C. Code § 33-38-230
Approval of corporate matters
In addition to any other requirements of applicable law, where specified in this chapter that approval of a matter must be in the manner required by this section, the following requirements apply: (1) With respect to a corporation, including a benefit corporation, the matter must be approved by the affirmative vote of…
S.C. Code § 33-38-300
Corporate purposes for benefit corporations
(A) In addition to corporate purposes provided in Section 33-3-101, a benefit corporation shall have as one of its corporate purposes the creation of a general public benefit. (B) A benefit corporation may include as a corporate purpose in its articles of incorporation one or more specific public benefit purposes in ad…
S.C. Code § 33-38-400
Accountability for benefit corporation
(A) In discharging the duties of their respective positions and in considering the best interests of the benefit corporation, the board of directors, committees of the board of directors, and individual directors of a benefit corporation, shall consider the effects of any action or decision not to act upon the followin…
S.C. Code § 33-38-410
Powers and duties of benefit director
(A) The board of directors of a benefit corporation shall designate one director who is an independent person to be the benefit director. The benefit director, in addition to the powers, duties, rights, and immunities of the other directors of the benefit corporation, shall have the powers, duties, rights, and immuniti…
S.C. Code § 33-38-420
Officer liability for benefit corporation
(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 crea…
S.C. Code § 33-38-430
Duties of benefit officer
(A) A benefit corporation may have an officer designated as the benefit officer. (B) The duties of the benefit officer include the following: (1) monitoring the benefit corporation's pursuit of the general and any specific public benefits purpose of the benefit corporation and the general and any specific public benefi…
S.C. Code § 33-38-440
Benefit enforcement proceedings
(A) The duties of directors under this chapter may be enforced only in a benefit enforcement proceeding. A person may not bring an action or assert a claim against a benefit corporation or its directors or officers with respect to: (1) failure to pursue or create general public benefit or a specific public benefit set…
S.C. Code § 33-38-500
Annual benefit report
(A) A benefit corporation shall prepare an annual benefit report that includes all of the following: (1) a narrative description: (a) the manner in which the benefit corporation has pursued its general public benefit purposes during the year and the extent to which a general public benefit was created; (b) the manner i…
S.C. Code § 33-38-600
Shareholder dissent and payment for shares
In addition to any other rights granted by law, a shareholder is entitled to dissent from and obtain payment of the fair value of his shares in the event of the consummation of a designation of a corporation as a benefit corporation pursuant to Section 33-38-210(A).