Benefit corporations; definition, requirements. (HB2358)

Introduced By

Sen. Jennifer McClellan (D-Richmond)


Passed Committee
Passed House
Passed Senate
Signed by Governor
Became Law


Benefit corporations.  Authorizes a Virginia stock corporation to elect to be a benefit corporation by including in its articles of incorporation, or amending existing articles to include, a statement that the corporation is a benefit corporation. A benefit corporation is required to have the purpose of creating a general public benefit, which is defined as a material positive impact on society and the environment taken as a whole, as measured by a third-party standard, from the business and operations of a benefit corporation. In addition, a benefit corporation may have the purpose of creating one or more specific public benefits, which include providing low-income or underserved individuals or communities with beneficial products or services; promoting economic opportunity for individuals or communities beyond the creation of jobs in the normal course of business; preserving the environment; improving human health; promoting the arts, sciences, or advancement of knowledge; increasing the flow of capital to entities with a public benefit purpose; and conferring any other particular benefit on society or the environment. In determining what the director of such a corporation reasonably believes to be in the best interests of the corporation, he is required to consider the effects of any action on shareholders, and other persons and issues. A benefit corporation shall deliver to shareholders an annual report describing the ways in which the corporation generally pursued its general public benefit and related matters. A copy of the report shall be filed with the State Corporation Commission. A benefit corporation's status as such will be revoked if the report is not filed for two consecutive years. Amends § 13.1-782, of the Code of Virginia. Read the Bill »


Bill Has Passed


01/12/2011Prefiled and ordered printed; offered 01/12/11 11100529D
01/12/2011Referred to Committee on Commerce and Labor
01/18/2011Impact statement from SCC (HB2358)
01/21/2011Assigned C & L sub: #2
01/27/2011Reported from Commerce and Labor with substitute (20-Y 1-N) (see vote tally)
01/27/2011Committee substitute printed 11104181D-H1
01/31/2011Read first time
02/01/2011Read second time
02/01/2011Committee substitute agreed to 11104181D-H1
02/01/2011Engrossed by House - committee substitute HB2358H1
02/02/2011Read third time and passed House (97-Y 0-N)
02/02/2011VOTE: PASSAGE (97-Y 0-N) (see vote tally)
02/03/2011Constitutional reading dispensed
02/03/2011Referred to Committee on Commerce and Labor
02/21/2011Impact statement from SCC (HB2358H1)
02/21/2011Reported from Commerce and Labor (13-Y 0-N) (see vote tally)
02/22/2011Constitutional reading dispensed (40-Y 0-N) (see vote tally)
02/23/2011Read third time
02/23/2011Passed Senate (40-Y 0-N) (see vote tally)
03/03/2011Bill text as passed House and Senate (HB2358ER)
03/03/2011Signed by Speaker
03/06/2011Signed by President
03/07/2011Impact statement from SCC (HB2358ER)
03/26/2011G Approved by Governor-Chapter 698 (effective 7/1/11)
03/26/2011G Acts of Assembly Chapter text (CHAP0698)


This bill was discussed on the floor of the General Assembly. Below is all of the video that we have of that discussion, 1 clip in all, totaling 2 minutes.