RS 12:1831

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RS 12:1831

PART IV. TRANSPARENCY

§1831. Annual benefit report

A. A benefit corporation shall prepare an annual benefit report including all of the following:

(1)A narrative description of all of the following:

(a)The ways in which the benefit corporation pursued a general public benefit during the year and the extent to which the general public benefit was created.

(b)The ways in which the benefit corporation pursued a specific public benefit that the articles state it is the purpose of the benefit corporation to create and the extent to which that specific public benefit was created.

(c)Any circumstances that have hindered the creation by the benefit corporation of a general public benefit or specific public benefit.

(d)The process and rationale for selecting or changing the third-party standard used to prepare the benefit report.

(2)An assessment of the performance of the benefit corporation in pursuing the creation of general public benefit against a third-party standard which is either applied consistently with any application of that standard in prior benefit reports or accompanied by an explanation of the reasons for any inconsistent application. The assessment shall not be required to be performed, audited, or certified by a third-party standards provider.

(3)The name of the benefit director and the benefit officer, if any, and the address to which correspondence to each of them may be directed.

(4)The compensation paid by the benefit corporation during the year to each director in the capacity of a director.

(5)The name of each person that owns five percent or more of the outstanding shares of the benefit corporation.

(6)The statement of the benefit director pursuant to R.S. 12:1822(C).

(7)A statement of any connection between the organization that established the third-party standard, or its directors, officers, or any holder of five percent or more of the governance interests in the organization, and the benefit corporation or its directors, officers, or any holder of five percent or more of the outstanding shares of the benefit corporation, including any financial or governance relationship which might materially affect the credibility of the use of the third-party standard.

B. A benefit corporation shall annually send a benefit report to each shareholder either:

(1)Within one hundred twenty days following the end of the fiscal year of the benefit corporation.

(2)At the same time that the benefit corporation delivers any other annual report to its shareholders.

C. A benefit corporation shall post all of its benefit reports on the public portion of its Internet website, if any. The compensation paid to directors and financial or proprietary information included in the benefit reports may be omitted from the benefit reports as posted.

D. If a benefit corporation does not have an Internet website, the benefit corporation shall provide a copy of its most recent benefit report, without charge, to any person that requests a copy, but the compensation paid to directors and financial or proprietary information included in the benefit report may be omitted from the copy of the benefit report provided.

Acts 2012, No. 442, §1.