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Enrolled Bill Summary

Enrolled Bill Summary

Legislative Session: 85(R)

House Bill 3488

House Author:  Hinojosa, Gina et al.

Effective:  9-1-17

Senate Sponsor:  Estes


            House Bill 3488 amends the Business Organizations Code to authorize a for-profit corporation to elect to be a public benefit corporation by including in its initially filed certificate of formation or by amending such certificate to include one or more specific public benefits to be promoted by the corporation and a specified statement. The bill sets out provisions relating to the purpose and name of a public benefit corporation and restrictions on amendments, mergers, exchanges, and conversions with respect to certain corporations and entities. The bill provides for the duties of a public benefit corporation's board of directors, for certain periodic statements and notices regarding stock certificates and uncertified stock required to be provided by a public benefit corporation, and for certain derivative suits. The bill sets out provisions relating to the entitlement of an owner of an ownership interest in a domestic entity subject to dissenters' rights to dissent from an amendment to a domestic for-profit corporation's certificate of formation regarding election to be a public benefit corporation.