reglab/housing_qa huggingface dataset:
SC Code § 33-38-210 (2021)
2021 South Carolina Code of Laws|Title 33 - Corporations, Partnerships and Associations|Chapter 38 - South Carolina Benefit Corporation Act|Section 33-38-210. Effective date for incorporation as a benefit corporation; merger when surviving corporation is a benefit corporation.

 (A) An existing domestic corporation shall become a benefit corporation on the effective date of the amendment to its articles of incorporation to include a provision providing that the corporation is a benefit corporation governed by this chapter. As amended, the articles of incorporation also must include an identification of any specific public benefit purpose as required by Section 33-38-300. An amendment under this section must be approved in the manner required by Section 33-38-230.  (B) If a corporation or other entity that is not a benefit corporation is a party to a merger, conversion, or share exchange, and the surviving or resulting entity in the merger, conversion, or share exchange is, or is to be as a result of such transaction, a benefit corporation, the plan of merger, conversion, or share exchange must be approved in the manner required by Section 33-38-230. Upon the completion of the transaction, in order for the surviving or resulting entity to be a benefit corporation it must include a provision in its articles of incorporation providing that the corporation is a benefit corporation governed by this chapter and identify any specific public benefit purpose as required by Section 33-38-300.  HISTORY: 2012 Act No. 277, Section 1, eff June 14, 2012.
SC Code § 33-38-220 (2021)
2021 South Carolina Code of Laws|Title 33 - Corporations, Partnerships and Associations|Chapter 38 - South Carolina Benefit Corporation Act|Section 33-38-220. Termination of status as benefit corporation.

 (A) A benefit corporation may terminate its status and cease to be subject to this chapter by amending its articles of incorporation to remove the provision that the corporation is a benefit corporation governed by this chapter. The amendment must be approved in the manner required by Section 33-38-230. Any sale, lease, exchange, or other disposition of all, or substantially all, of the property of a benefit corporation, unless the transaction is in the usual and regular course of business, shall not be effective unless it is approved in the manner required by Section 33-38-230.  (B) If a plan of merger, conversion, or share exchange would have the effect of terminating the status of a benefit corporation as a benefit corporation, the plan must be approved in the manner required by Section 33-38-230.  HISTORY: 2012 Act No. 277, Section 1, eff June 14, 2012.  Code Commissioner's Note  At the direction of the Code Commissioner, the reference in subsection (A) to "Section 33-38-20" was changed to "Section 33-38-230" to correct a typographical error.
SC Code § 33-38-230 (2021)
2021 South Carolina Code of Laws|Title 33 - Corporations, Partnerships and Associations|Chapter 38 - South Carolina Benefit Corporation Act|Section 33-38-230. Approval of corporate matters.

 In addition to any other requirements of applicable law, where specified in this chapter that approval of a matter must be in the manner required by this section, the following requirements apply:  (1) With respect to a corporation, including a benefit corporation, the matter must be approved by the affirmative vote of sixty-six and two-thirds percent of the outstanding shares of each class and series of stock of the corporation, voting as separate voting groups, regardless of any limitation in the corporation's articles of incorporation or bylaws of the voting rights of such class or series.  (2) With respect to any entity incorporated as a nonprofit corporation, the matter must be approved by the affirmative vote of sixty-six and two-thirds percent of the votes cast by the members entitled to vote.  (3) With respect to an entity organized as a limited liability corporation or partnership, the matter must be approved in the same manner as would be required for the approval of a merger of the entity, unless otherwise provided in the entity's organizational documents, operating agreement, or partnership agreement of the entity.  HISTORY: 2012 Act No. 277, Section 1, eff June 14, 2012.
SC Code § 33-38-300 (2021)
2021 South Carolina Code of Laws|Title 33 - Corporations, Partnerships and Associations|Chapter 38 - South Carolina Benefit Corporation Act|Section 33-38-300. Corporate purposes for benefit corporations.

 (A) In addition to corporate purposes provided in Section 33-3-101, a benefit corporation shall have as one of its corporate purposes the creation of a general public benefit.  (B) A benefit corporation may include as a corporate purpose in its articles of incorporation one or more specific public benefit purposes in addition to its purposes under subsection (A) of this section. The identification of a specific public benefit purpose pursuant to this subsection does not limit the obligation of a benefit corporation pursuant to subsection (A).  (C) A benefit corporation may amend its articles of incorporation to add, amend, or remove the identification of a specific public benefit purpose. The amendment must be approved by the shareholders of the benefit corporation in the manner required by Section 33-38-230.  (D) The creation of general public benefit and specific public benefit pursuant to subsections (A) and (B) is in the best interests of a benefit corporation.  (E) A professional corporation that is a benefit corporation does not violate Section 33-19-110.  HISTORY: 2012 Act No. 277, Section 1, eff June 14, 2012.
SC Code § 33-38-400 (2021)
2021 South Carolina Code of Laws|Title 33 - Corporations, Partnerships and Associations|Chapter 38 - South Carolina Benefit Corporation Act|Section 33-38-400. Accountability for benefit corporation.

 (A) In discharging the duties of their respective positions and in considering the best interests of the benefit corporation, the board of directors, committees of the board of directors, and individual directors of a benefit corporation, shall consider the effects of any action or decision not to act upon the following:  (1) the shareholders of the benefit corporation;  (2) the employees and workforce of the benefit corporation, its subsidiaries, and suppliers;  (3) the interests of customers to the extent they are beneficiaries of the general or specific public benefit purposes of the benefit corporation;  (4) community and societal factors, including the interests of each community in which offices or facilities of the benefit corporation, its subsidiaries, or suppliers are located;  (5) the local and global environment;  (6) the short-term and long-term interests of the benefit corporation, including benefits that may accrue to the benefit corporation from its long-term plans and the possibility that these interests may be best served by the continued independence of the benefit corporation; and  (7) the ability of the benefit corporation to accomplish its general and any specific public benefit purpose.  (B) In addition to the required considerations in subsection (A), a director of a benefit corporation may consider the following:  (1) the resources, intent, and past, stated, and potential conduct of any person seeking to acquire control of the benefit corporation; and  (2) other pertinent factors or the interests of any other group that the director in good faith considers to be appropriate.  (C) A director of a benefit corporation need not give priority to the interests of a particular person or group referred to in subsections (A) and (B) of this section over the interests of any other person or group unless the benefit corporation's articles of incorporation explicitly specify its intention to give priority to certain interests related to its accomplishment of its general public benefit purpose or of a specific public benefit purpose.  (D) The consideration of interests and factors in the manner required by this section is not considered to be inconsistent with the requirements of Section 33-38-300.  (E) A director is not personally liable for monetary damages for:  (1) any act taken as a director, or any omission to act as a director, if the director performed the duties of office in compliance with Sections 33-8-300, 33-8-310, 33-8-320, or 33-8-330; or  (2) the failure of the benefit corporation to pursue or create a general or specific public benefit.  (F) 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: 2012 Act No. 277, Section 1, eff June 14, 2012.
SC Code § 33-38-420 (2021)
2021 South Carolina Code of Laws|Title 33 - Corporations, Partnerships and Associations|Chapter 38 - South Carolina Benefit Corporation Act|Section 33-38-420. Officer liability for benefit corporation.

 (A) Each officer of a benefit corporation shall consider the interests and factors described in Section 33-38-400 in the manner provided in that section if:  (1) the officer has discretion to act with respect to a matter; and  (2) it reasonably appears to the officer that the matter may have a material effect on the creation by the benefit corporation of a general public benefit or a specific public benefit identified in the public benefit corporation's articles of incorporation.  (B) The consideration of interests and factors in the manner described in subsection (A) shall not constitute a violation of Section 33-8-420.  (C) An officer is not personally liable for monetary damages for:  (1) any act taken as an officer, or any omission to act as an officer, if the officer performed the duties of office in compliance with Section 33-8-410; or  (2) failure of the benefit corporation to pursue or create a general public benefit or a specific public benefit.  (D) An officer does not have a duty to any specific person that is a beneficiary of the general public benefit purpose or a specific public benefit purpose of a public benefit corporation arising from the status of the person as a beneficiary.  HISTORY: 2012 Act No. 277, Section 1, eff June 14, 2012.
SC Code § 33-38-430 (2021)
2021 South Carolina Code of Laws|Title 33 - Corporations, Partnerships and Associations|Chapter 38 - South Carolina Benefit Corporation Act|Section 33-38-430. Duties of benefit officer.

 (A) A benefit corporation may have an officer designated as the benefit officer.  (B) The duties of the benefit officer include the following:  (1) monitoring the benefit corporation's pursuit of the general and any specific public benefits purpose of the benefit corporation and the general and any specific public benefit created by the benefit corporation;  (2) performing such other duties to the extent provided in either the bylaws of the benefit corporation or a resolution adopted by the board of directors of the benefit corporation that is not in conflict with the bylaws; and  (3) preparing the annual benefit report required by Section 33-38-500.  HISTORY: 2012 Act No. 277, Section 1, eff June 14, 2012.
SC Code § 33-38-440 (2021)
2021 South Carolina Code of Laws|Title 33 - Corporations, Partnerships and Associations|Chapter 38 - South Carolina Benefit Corporation Act|Section 33-38-440. Benefit enforcement proceedings.

 (A) The duties of directors under this chapter may be enforced only in a benefit enforcement proceeding. A person may not bring an action or assert a claim against a benefit corporation or its directors or officers with respect to:  (1) failure to pursue or create general public benefit or a specific public benefit set forth in its articles of incorporation; or  (2) violation of a duty or standard of conduct under this chapter.  (B) A benefit corporation shall not be liable for monetary damages under this chapter for any failure of the benefit corporation to pursue or create general public benefit or a specific public benefit.  (C) A benefit enforcement proceeding may be commenced or maintained by only the following:  (1) directly, by the benefit corporation; or  (2) derivatively, by any of the following:  (a) a shareholder;  (b) a director;  (c) a person or group of persons that owns, beneficially or of record, five percent or more of the outstanding equity interests in an entity of which the benefit corporation is a subsidiary; or  (d) other persons specified in the articles of incorporation or bylaws of the benefit corporation.  (D) A benefit enforcement proceeding commenced or maintained derivatively under item (2) of subsection (C) of this section as provided by law is subject to the requirements applicable to derivative proceedings, except that such requirements may be interpreted to reflect that a benefit enforcement proceeding may be commenced and maintained by those persons listed in item (2) of subsection (B) of this section.  HISTORY: 2012 Act No. 277, Section 1, eff June 14, 2012.
SC Code § 33-38-600 (2021)
2021 South Carolina Code of Laws|Title 33 - Corporations, Partnerships and Associations|Chapter 38 - South Carolina Benefit Corporation Act|Section 33-38-600. Shareholder dissent and payment for shares.

 In addition to any other rights granted by law, a shareholder is entitled to dissent from and obtain payment of the fair value of his shares in the event of the consummation of a designation of a corporation as a benefit corporation pursuant to Section 33-38-210(A).  HISTORY: 2012 Act No. 277, Section 1, eff June 14, 2012.
SC Code § 33-39-10 (2021)
2021 South Carolina Code of Laws|Title 33 - Corporations, Partnerships and Associations|Chapter 39 - County Business Development Corporations|Section 33-39-10. Definitions.

 As used in this chapter the following words and phrases, unless differently defined or described, shall have meanings and references as follows:  (1) "Corporation" means a county business development corporation created under this chapter;  (2) "Financial institution" means any banking corporation or trust company, building and loan association, insurance company or related corporation, partnership, foundation or other institution engaged primarily in lending or investing funds;  (3) "Member" means any financial institution authorized to do business within this State which shall undertake to lend money to a corporation created under this chapter, upon its call, and in accordance with the provisions of this chapter;  (4) "Board of directors" means the board of directors of the corporation created under this chapter; and  (5) "Loan limit" means, for any member, the maximum amount permitted to be outstanding at one time on loans made by such member to the corporation as determined under the provisions of this chapter.  HISTORY: 1962 Code Section 12-1201; 1960 (51) 1907.
SC Code § 33-39-20 (2021)
2021 South Carolina Code of Laws|Title 33 - Corporations, Partnerships and Associations|Chapter 39 - County Business Development Corporations|Section 33-39-20. Deposit of funds.

 The corporation shall not deposit any of its funds in any banking institution unless such institution has been designated as a depository by a vote of a majority of the directors present at an authorized meeting of the board of directors, exclusive of any director who is an officer or director of the depository so designated.  HISTORY: 1962 Code Section 12-1202; 1960 (51) 1907.
SC Code § 33-39-30 (2021)
2021 South Carolina Code of Laws|Title 33 - Corporations, Partnerships and Associations|Chapter 39 - County Business Development Corporations|Section 33-39-30. Corporation shall not accept deposits.

 The corporation shall not receive money on deposit.  HISTORY: 1962 Code Section 12-1203; 1960 (51) 1907.
SC Code § 33-39-40 (2021)
2021 South Carolina Code of Laws|Title 33 - Corporations, Partnerships and Associations|Chapter 39 - County Business Development Corporations|Section 33-39-40. Establishment and maintenance of surplus.

 Each year the corporation shall set apart as earned surplus not less than ten per cent of its net earnings for the preceding fiscal year until such surplus shall be equal in value to one half of the amount paid in on the capital stock then outstanding. Whenever the amount of surplus established herein shall become impaired, it shall be built up to the required amount in the manner provided for its original accumulation. Net earnings and surplus shall be determined by the board of directors, after providing for such reserves as the directors deem desirable, and the directors' determination made in good faith shall be conclusive on all persons.  HISTORY: 1962 Code Section 12-1204; 1960 (51) 1907.
SC Code § 33-39-50 (2021)
2021 South Carolina Code of Laws|Title 33 - Corporations, Partnerships and Associations|Chapter 39 - County Business Development Corporations|Section 33-39-50. Credit of county is not pledged.

 Under no circumstances is the credit of the county pledged in this chapter.  HISTORY: 1962 Code Section 12-1205; 1960 (51) 1907.
SC Code § 33-39-60 (2021)
2021 South Carolina Code of Laws|Title 33 - Corporations, Partnerships and Associations|Chapter 39 - County Business Development Corporations|Section 33-39-60. Corporation and its securities exempt from taxes.

 The corporation shall not be subject to any taxes based upon or measured by income which are now or may be hereafter levied by the State; and the securities, evidences of indebtedness and shares of the capital stock issued by the corporation established under the provisions of this chapter, their transfer, income therefrom and deposits of financial institutions invested therein shall at all times be free from taxation within the State.  HISTORY: 1962 Code Section 12-1206; 1960 (51) 1907.
SC Code § 33-39-70 (2021)
2021 South Carolina Code of Laws|Title 33 - Corporations, Partnerships and Associations|Chapter 39 - County Business Development Corporations|Section 33-39-70. Tax credit for nondeductible losses arising from sale and other disposition of securities of corporation.

 Any stockholder, member or other holder of any securities, evidences of indebtedness or shares of the capital stock of the corporation who realizes a loss from the sale, redemption or other disposition of any securities, evidences of indebtedness or shares of the capital stock of the corporation, including any such loss realized on a partial or complete liquidation of the corporation, and who is not entitled to deduct such loss in computing any of such stockholder's, member's or other holder's taxes to the State shall be entitled to credit against any taxes subsequently becoming due to the State from such stockholder, member or other holder a percentage of such loss equivalent to the highest rate of tax assessed for the year in which the loss occurs upon mercantile and business corporations.  HISTORY: 1962 Code Section 12-1207; 1960 (51) 1907.
SC Code § 33-39-210 (2021)
2021 South Carolina Code of Laws|Title 33 - Corporations, Partnerships and Associations|Chapter 39 - County Business Development Corporations|Section 33-39-210. Filing declaration of charter; contents.

 Ten or more persons, a majority of whom shall be residents of the same county of the State, who may desire to create a business development corporation under the provisions of this chapter for the purpose of promoting, developing and advancing the prosperity and economic welfare of the county and, to that end, to exercise the powers and privileges provided in this chapter, may be incorporated in the following manner. Such persons shall, by declaration of charter filed with the Secretary of State, under their hands and seals, set forth:  (1) The name of the corporation, which shall include the words "Business Development Corporation of __________ County";  (2) The location of the principal office of the corporation within the county; and  (3) The purposes for which the corporation is founded, which shall include the following: To promote, stimulate, develop and advance the business prosperity and economic welfare of the county in which formed and its citizens; to encourage and assist through loans, investments or other business transactions in the location of new business and industry in the county and to rehabilitate and assist existing business and industry; and so to stimulate and assist in the expansion of all kinds of business activity which will tend to promote the business development and maintain the economic stability of the county, provide maximum opportunities for employment, encourage thrift and improve the standard of living of the citizens of the county; to cooperate and act in conjunction with other organizations, public or private, in the promotion and advancement of industrial, commercial, agricultural and recreational developments in the county; and to provide financing for the promotion, development and conduct of all kinds of business activity in the county.  HISTORY: 1962 Code Section 12-1221; 1960 (51) 1907.
SC Code § 33-39-220 (2021)
2021 South Carolina Code of Laws|Title 33 - Corporations, Partnerships and Associations|Chapter 39 - County Business Development Corporations|Section 33-39-220. Additional contents of declaration of charter.

 The declaration of charter shall set forth (a) the amount of total authorized capital stock and the number of shares in which it is divided, (b) the par value of each share, (c) the amount of capital stock with which the corporation will commence business, (d) if there is more than one class of stock, a description of the different classes and (e) the names and post-office addresses of the subscribers of stock and the number of shares subscribed by each. The aggregate of the subscription shall be the amount of capital with which the corporation will commence business. The declaration of charter may also contain any provision consistent with the laws of this State for the regulation of the affairs of the corporation or creating, defining, limiting and regulating its powers. The declaration of charter shall be in accordance with the provisions of Section 33-2-102.  HISTORY: 1962 Code Section 12-1222; 1960 (51) 1907.  Code Commissioner's Note  The reference in subsection (e) to Section 33-37-30 was changed to Section 33-2-102 at the direction of the Code Commissioner to reflect the recodification by 1988 Act No. 444, Section 2.
SC Code § 33-39-230 (2021)
2021 South Carolina Code of Laws|Title 33 - Corporations, Partnerships and Associations|Chapter 39 - County Business Development Corporations|Section 33-39-230. Charter shall be void unless business begun within three years.

 If a corporation organized pursuant to this chapter shall fail to begin business within three years from the effective date of its charter, then the charter shall become null and void.  HISTORY: 1962 Code Section 12-1223; 1960 (51) 1907.
SC Code § 33-39-240 (2021)
2021 South Carolina Code of Laws|Title 33 - Corporations, Partnerships and Associations|Chapter 39 - County Business Development Corporations|Section 33-39-240. Calling first meeting; organization; quorum.

 The first meeting of the corporation shall be called by a notice signed by three or more of the incorporators, stating the time, place and purpose of the meeting, a copy of which notice shall be mailed or delivered to each incorporator at least five days before the day appointed for the meeting. The first meeting may be held without such notice upon agreement in writing to that effect signed by all the incorporators. There shall be recorded in the minutes of the meeting a copy of the notice or of such unanimous agreement of the incorporators.  At such first meeting the incorporators shall organize by the choice of a temporary clerk, by the adoption of bylaws, by the election by ballot of directors and by action upon such other matters within the powers of the corporation as the incorporators may see fit. The temporary clerk shall be sworn and shall make and attest a record of the proceedings. Six of the incorporators shall be a quorum for the transaction of business.  HISTORY: 1962 Code Section 12-1224; 1960 (51) 1907.