14A:18-6 Consideration of effects of action.
6. a. The board of directors, committees of the board and individual directors of a benefit corporation, in considering the best interests of the benefit corporation shall consider the effects of any action upon:
(1)the shareholders of the benefit corporation;
(2)the employees and workforce of the benefit corporation and its subsidiaries and suppliers;
(3)the interests of customers as beneficiaries of the general or specific public benefit purposes of the benefit corporation;
(4)community and societal considerations, including those of any community in which offices or facilities of the benefit corporation or its subsidiaries or suppliers are located;
(5)the local and global environment; and
(6)the short-term and long-term interests of the benefit corporation, including benefits that may accrue to the benefit corporation from its long-term plans and the possibility that these interests may be best served by the continued independence of the benefit corporation;
b.The board of directors, committees of the board and individual directors of a benefit corporation, in considering the best interests of the benefit corporation may consider:
(1)matters listed in subsection (2) of N.J.S.14A:6-1; and
(2)any other pertinent factors or the interests of any other group that they deem appropriate; and
c.The board of directors, committees of the board and individual directors of a benefit corporation shall not be required to give priority to the interests of any particular person or group referred to in subsection a. or subsection b. of this section over the interests of any other person or group unless the benefit corporation has stated its intention to give priority to interests related to a specific public benefit purpose identified in its certificate of incorporation.
d.A director is not personally liable for monetary damages for failure of the benefit corporation to create general or specific public benefits.
L.2011, c.30, s.6.
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Last modified: October 11, 2016