Michigan 2023-2024 Regular Session

Michigan House Bill HB5388

Introduced
11/14/23  
Refer
11/14/23  

Caption

Businesses: business corporations; business corporation act; general revisions concerning formation of benefit corporations. Amends secs. 105, 106, 131, 202, 211 & 911 of 1972 PA 284 (MCL 450.1105 et seq.). TIE BAR WITH: HB 5387'23

Impact

The bill establishes clearer definitions and procedural rules for benefit corporations within Michigan's legal framework, requiring them to uphold higher standards of ethics and accountability. Corporations would need to amend their articles of incorporation to indicate their status as benefit corporations and outline the specific public benefits they strive to create. These revisions are intended to enhance corporate transparency and ensure that businesses committed to social responsibility are recognized under state law.

Summary

House Bill 5388 aims to amend the Business Corporation Act of 1972 in Michigan, focusing specifically on the formation and regulation of benefit corporations. The amendments proposed in this bill include clarifications on the definitions and structural requirements for both domestic and foreign corporations, ensuring they align with the broader objectives of benefiting public good while still maintaining economic viability. It emphasizes the responsibilities of corporations to include specific reports regarding their social and environmental impact, in conjunction with their financial performance.

Conclusion

Overall, HB 5388 aims to reconcile the goals of economic development with social responsibility, potentially setting a precedent for how corporations can operate in Michigan. By enhancing the legal framework for benefit corporations, the bill may encourage more businesses to consider their broader impact on society, while simultaneously ensuring they remain viable entities in a competitive market.

Contention

One potential point of contention surrounding HB 5388 is the extent of regulatory control it places on businesses. While proponents argue that these measures will foster a more socially responsible corporate landscape, critics may view it as an additional bureaucratic layer that could hinder business operations, especially for smaller entities. The bill's requirement for annual benefit reports might raise concerns about compliance costs and administrative burdens.

Companion Bills

MI HB5387

Same As Businesses: business corporations; benefit corporations; create. Amends 1972 PA 284 (MCL 450.1101 - 450.2098) by adding ch. 9A. TIE BAR WITH: HB 5388'23

Previously Filed As

MI SB0667

Businesses: business corporations; benefit corporations; authorize formation and establish duties of officers and directors. Amends secs. 105, 106, 131, 202, 211, 745, 746 & 762 of 1972 PA 284 (MCL 450.1105 et seq.) & adds ch. 9A. TIE BAR WITH: SB 0666'23

MI HB5387

Businesses: business corporations; benefit corporations; create. Amends 1972 PA 284 (MCL 450.1101 - 450.2098) by adding ch. 9A. TIE BAR WITH: HB 5388'23

MI HB4997

Businesses: business corporations; annual report fees under the business corporation act; modify. Amends sec. 1060 of 1972 PA 284 (MCL 450.2060).

MI SB0666

Businesses: business corporations; benefit corporations; establish requirements relating to annual benefit reports. Amends sec. 911 of 1972 PA 284 (MCL 450.1911) & adds sec. 961. TIE BAR WITH: SB 0667'23

MI SB0984

Businesses: business corporations; applicability of the business corporation act; modify. Amends sec. 123 of 1972 PA 284 (MCL 450.1123).

MI HB4996

Businesses: nonprofit corporations; annual report fees under the nonprofit corporation act; modify. Amends sec. 1060 of 1982 PA 162 (MCL 450.3060).

MI HB5472

Businesses: business corporations; business corporation act; amend to reflect amendments to the public health code. Amends sec. 213 of 1972 PA 284 (MCL 450.1213). TIE BAR WITH: HB 5477'24

MI SB0242

Businesses: business corporations; certain number of female board members on board of directors; require. Amends sec. 1002 of 1972 PA 284 (MCL 450.2002) & adds sec. 505a.

MI HB07311

An Act Concerning Limited Liability Companies And Business Corporations.

MI H388

Amend Business Corporations Act

Similar Bills

MI SB0667

Businesses: business corporations; benefit corporations; authorize formation and establish duties of officers and directors. Amends secs. 105, 106, 131, 202, 211, 745, 746 & 762 of 1972 PA 284 (MCL 450.1105 et seq.) & adds ch. 9A. TIE BAR WITH: SB 0666'23

MS SB2536

Nonprofit corporations which receive public funds; require reporting to Secretary of State.

AL HB230

Domestic and Foreign Corporations; annual report requirement removed

AL SB204

Domestic and Foreign Corporations; annual report requirement removed

MS HB609

Nonprofit corporations; authorize administrative dissolution for failure to file annual report and exempt churches from reporting requirement.

NC S477

Amend Bus. Corp. Act/Bus. Opp. Disclosures

MS HB1554

MS Nonprofit Corporation Act; bring forward.

MS HB1344

Nonprofit Corporations; require annual report to be filed with Secretary of State.