16-21-302. Standard of conduct for managers and officers.
205 words·~1 min read·
/ut/title-16/chapter-21/16-21-302A research copy — for the controlling text, always check the official state or federal source. Not legal advice.
Effective 10/1/2026
16-21-302. Standard of conduct for managers and officers.
(1)Each manager of a manager-managed benefit company shall consider the interests and factors described in Subsections 16-21-301(1) and
(2)when discharging the manager's duties under this chapter and the operating agreement.
(2)If a benefit company has a person serving as an officer, the person shall consider the interests and factors described in Subsections 16-21-301(1) and
(2)when discharging the person's duties under this chapter and the operating agreement if:
(a)the officer has discretion to act with respect to the matter; and
(b)it reasonably appears to the officer that the matter may have a material effect on the benefit company's creation of a general public benefit or a specific public benefit identified in the benefit company's certificate of organization.
(3)A manager's consideration of the interests and factors described in Subsections 16-21-301(1) and
(2)does not constitute a violation of Section 16-20-409 .
(4)A manager or officer does not have a duty to a person who is a beneficiary of the benefit company's general public benefit purpose or a specific public benefit purpose arising from the person's status as a beneficiary.
Renumbered and Amended by Chapter 92 , 2026 General Session