§ 420d-6

§420D-6 Standard of conduct for directors. (a) In discharging the duties of their respective positions, the board of directors, committees of the board, and individual directors of a sustainable business corporation, in considering the best interests of the sustainable business corporation: (1) Shall consider the effects of any action of the sustainable business corporation upon: (A) The shareholders of the sustainable business corporation; and (B) The accomplishment of general and specific public benefits set forth in the sustainable business corporation's purposes; and (2) May consider: (A) The employees and workforce of the sustainable business corporation and its subsidiaries and suppliers; (B) The interests of customers as beneficiaries of the general or specific public benefit purposes of the sustainable business corporation; (C) Community and societal considerations, including those of any community in which offices or facilities of the sustainable business corporation or its subsidiaries or suppliers are located; (D) The local and global environment; (E) The short-term and long-term interests of the sustainable business corporation, including benefits that may accrue to

subsidiaries or suppliers are located; (D) The local and global environment; (E) The short-term and long-term interests of the sustainable business corporation, including benefits that may accrue to the sustainable business corporation from its long-term plans and the possibility that these interests may be best served by the continued independence of the sustainable business corporation; (F) The ability of the sustainable business corporation to accomplish its general public benefit purpose and any specific public benefit purpose; (G) The resources, intent, and conduct of any person seeking to acquire control of the corporation; and (H) Any other pertinent factors or the interests of any other group that they deem appropriate. (b) A director shall not be personally liable for monetary damages for any action taken as a director if the director performed the duties of the director's office in compliance with the general standards of conduct pursuant to section 414-221. [L 2011, c 209, pt of §1]