204.105 Termination of benefit corporation status. A benefit corporation may terminate its status as such and cease to be subject to this chapter by amending its articles to delete the provision required by ss. 204.103 and 204.104 to be stated in the articles of a benefit corporation. Once terminated, the corporation’s status as a benefit corporation may not be revived for a period of one year from the most recent date of termination of the corporation’s status as a benefit corporation. History: 2017 a. 77.
May 22, 2026, are designated by NOTES. (Published 5-22-26)
204.201
Updated 23-24 Wis. Stats.
BENEFIT CORPORATIONS SUBCHAPTER II CORPORATE PURPOSES
204.201 Corporate purposes. (1) GENERAL PUBLIC BENEFIT PURPOSE. A benefit corporation shall have a purpose of creating general public benefit. This purpose is in addition to its purpose under s. 180.0301 and any specific purpose set forth in its articles under sub. (2). (2) OPTIONAL SPECIFIC PUBLIC BENEFIT PURPOSE. The articles of a benefit corporation may identify one or more specific public benefits that it is the purpose of the benefit corporation to create in addition to its purposes under s. 180.0301 and sub. (1). The identification of a specific public benefit under this subsection does not limit the obligation of a benefit corporation to create general public benefit. (3) EFFECT OF PURPOSES. The creation of general public benefit and specific public benefit as provided in subs. (1) and (2) shall be considered to be in the best interests of the benefit corporation. (4) AMENDMENT. A benefit corporation may amend its articles to add, amend, or delete the identification of a specific public benefit that it is the purpose of the benefit corporation to create. (5) SERVICE CORPORATIONS. A service corporation that is a benefit corporation is not limited by ss. 180.1903 and 180.1905 in its authority to create general public benefit or a specific public benefit.
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1. The resources, intent, and conduct of any person seeking to acquire control of the corporation. 2. Any other pertinent factors or the interests of any other group that is deemed appropriate. (c) Under pars. (a) and (b), the board of directors, committees of the board, and individual directors of a benefit corporation are not required to give priority to the interests of any particular person or group referred to in par. (a) or (b) over the interests of any other person or group unless the benefit corporation has stated in its articles its intention to give such priority. (2) COORDINATION WITH OTHER PROVISIONS OF LAW. The consideration of interests and factors in the manner required by sub. (1) does not constitute a violation of s. 180.0801 or any other provision of ch. 180 and is in addition to the ability of directors to consider interests and factors as provided in s. 180.0827. (3) EXONERATION FROM PERSONAL LIABILITY. A director of a benefit corporation is not personally liable, as such, for monetary damages for any of the following: (a) Any action taken as a director if the director performed the duties of his or her office in compliance with this section and the provisions of ch. 180. (b) Failure of the benefit corporation to pursue or create general public benefit or specific public benefit. (4) LIMITATION ON STANDING. A director does not have a duty to a person that is a beneficiary of the general public benefit purpose or a specific public benefit purpose of a benefit corporation arising from the status of the person as a beneficiary. History: 2017 a. 77.
History: 2017 a. 77.
SUBCHAPTER III ACCOUNTABILITY